Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 20, 2018 | |
Document and Entity Information | ||
Entity Registrant Name | IRON MOUNTAIN INC | |
Entity Central Index Key | 1,020,569 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 286,145,783 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 188,192 | $ 925,699 |
Accounts receivable (less allowances of $46,648 and $48,727 as of December 31, 2017 and June 30, 2018, respectively) | 867,041 | 835,742 |
Prepaid expenses and other | 189,101 | 188,874 |
Total Current Assets | 1,244,334 | 1,950,315 |
Property, Plant and Equipment: | ||
Property, plant and equipment | 7,383,554 | 6,251,100 |
Less—Accumulated depreciation | (2,977,067) | (2,833,421) |
Property, Plant and Equipment, Net | 4,406,487 | 3,417,679 |
Other Assets, Net: | ||
Goodwill | 4,466,634 | 4,070,267 |
Customer relationships, customer inducements and data center lease-based intangibles | 1,530,549 | 1,400,547 |
Other | 164,530 | 133,594 |
Total Other Assets, Net | 6,161,713 | 5,604,408 |
Total Assets | 11,812,534 | 10,972,402 |
Current Liabilities: | ||
Current portion of long-term debt | 123,818 | 146,300 |
Accounts payable | 293,293 | 289,137 |
Accrued expenses | 599,811 | 653,146 |
Deferred revenue | 256,181 | 241,590 |
Total Current Liabilities | 1,273,103 | 1,330,173 |
Long-term Debt, net of current portion | 7,961,761 | 6,896,971 |
Other Long-term Liabilities | 119,095 | 73,039 |
Deferred Rent | 120,952 | 126,231 |
Deferred Income Taxes | 184,836 | 155,728 |
Commitments and Contingencies (see Note 8) | ||
Redeemable Noncontrolling Interest | 95,340 | 91,418 |
Iron Mountain Incorporated Stockholders' Equity: | ||
Preferred stock (par value $0.01; authorized 10,000,000 shares; none issued and outstanding) | 0 | 0 |
Common stock (par value $0.01; authorized 400,000,000 shares; issued and outstanding 283,110,183 shares and 286,099,227 shares as of December 31, 2017 and June 30, 2018, respectively) | 2,861 | 2,831 |
Additional paid-in capital | 4,256,894 | 4,164,562 |
(Distributions in excess of earnings) Earnings in excess of distributions | (1,996,365) | (1,765,966) |
Accumulated other comprehensive items, net | (207,450) | (103,989) |
Total Iron Mountain Incorporated Stockholders' Equity | 2,055,940 | 2,297,438 |
Noncontrolling Interests | 1,507 | 1,404 |
Total Equity | 2,057,447 | 2,298,842 |
Total Liabilities and Equity | $ 11,812,534 | $ 10,972,402 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances (in dollars) | $ 48,727 | $ 46,648 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized shares | 10,000,000 | 10,000,000 |
Preferred stock, issued shares | 0 | 0 |
Preferred stock, outstanding shares | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized shares | 400,000,000 | 400,000,000 |
Common stock, issued shares | 286,099,227 | 283,110,183 |
Common stock, outstanding shares | 286,099,227 | 283,110,183 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenues: | ||||
Revenues | $ 1,060,823 | $ 949,806 | $ 2,103,281 | $ 1,888,682 |
Operating Expenses: | ||||
Cost of sales (excluding depreciation and amortization) | 451,464 | 414,284 | 900,185 | 840,991 |
Selling, general and administrative | 250,326 | 237,445 | 520,056 | 477,611 |
Depreciation and amortization | 156,220 | 128,099 | 316,798 | 252,806 |
(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net | (546) | (216) | (1,676) | (675) |
Total Operating Expenses | 857,464 | 779,612 | 1,735,363 | 1,570,733 |
Operating Income (Loss) | 203,359 | 170,194 | 367,918 | 317,949 |
Interest Expense (Income), Net | 102,107 | 89,966 | 199,733 | 176,021 |
Other (Income) Expense, Net | (19,056) | (19,366) | 1,095 | (25,730) |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 120,308 | 99,594 | 167,090 | 167,658 |
Provision (Benefit) for Income Taxes | 26,405 | 18,009 | 27,573 | 27,229 |
Gain on Sale of Real Estate, Net of Tax | 0 | (1,563) | 0 | (1,563) |
Income (Loss) from Continuing Operations | 93,903 | 83,148 | 139,517 | 141,992 |
Income (loss) from discontinued operations, net of tax | (360) | (2,026) | (822) | (2,363) |
Net income (loss) | 93,543 | 81,122 | 138,695 | 139,629 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 142 | 2,492 | 610 | 2,874 |
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ 93,401 | $ 78,630 | $ 138,085 | $ 136,755 |
Earnings (Losses) per Share—Basic: | ||||
Income (Loss) from Continuing Operations | $ 0.33 | $ 0.31 | $ 0.49 | $ 0.53 |
Total Income (Loss) from Discontinued Operations, Net of Tax, per Basic Share | 0 | (0.01) | 0 | (0.01) |
Net Income (Loss) Attributable to Iron Mountain Incorporated | 0.33 | 0.30 | 0.48 | 0.52 |
Earnings (Losses) per Share-Diluted: | ||||
Income (Loss) from Continuing Operations | 0.33 | 0.30 | 0.49 | 0.53 |
Income (Loss) from Discontinued Operations, Net of Tax, Per Diluted Share | 0 | (0.01) | 0 | (0.01) |
Net Income (Loss) Attributable to Iron Mountain Incorporated | $ 0.33 | $ 0.30 | $ 0.48 | $ 0.52 |
Weighted Average Common Shares Outstanding-Basic (in shares) | 285,984,000 | 264,217,000 | 285,622,000 | 264,036,000 |
Weighted Average Common Shares Outstanding-Diluted (in shares) | 286,569,251 | 264,930,419 | 286,281,565 | 264,870,043 |
Dividends Declared per Common Share (in dollars per share) | $ 0.5877 | $ 0.5504 | $ 1.1765 | $ 1.1008 |
Storage rental | ||||
Revenues: | ||||
Revenues | $ 655,439 | $ 590,239 | $ 1,306,588 | $ 1,162,518 |
Service | ||||
Revenues: | ||||
Revenues | $ 405,384 | $ 359,567 | $ 796,693 | $ 726,164 |
CONSOLIDATED STATEMENTS OF OPE5
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
Interest Income | $ 2,280 | $ 5,797 | $ 3,666 | $ 8,090 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income (Loss) | $ 93,543 | $ 81,122 | $ 138,695 | $ 139,629 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | (139,172) | 7,538 | (107,521) | 58,322 |
Change in Fair Value of Interest Rate Swap Agreements | 2,388 | 0 | 2,203 | 0 |
Total Other Comprehensive Income (Loss) | (136,784) | 7,538 | (105,318) | 58,322 |
Comprehensive Income (Loss) | (43,241) | 88,660 | 33,377 | 197,951 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | (3,274) | 2,381 | (1,247) | 2,213 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | $ (39,967) | $ 86,279 | $ 34,624 | $ 195,738 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Earnings in Excess of Distributions (Distributions in Excess of Earnings) | Accumulated Other Comprehensive Items, Net | Noncontrolling Interests | Redeemable Noncontrolling Interests | Equity Offering [Member] | Equity Offering [Member]Common Stock | Equity Offering [Member]Additional Paid-in Capital | At The Market (ATM) Equity Program [Member] | At The Market (ATM) Equity Program [Member]Common Stock | At The Market (ATM) Equity Program [Member]Additional Paid-in Capital |
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Redeemable Noncontrolling Interest | $ 54,697 | ||||||||||||
Balance (in shares) at Dec. 31, 2016 | 263,682,670 | ||||||||||||
Balance at Dec. 31, 2016 | $ 1,936,671 | $ 2,636 | $ 3,489,795 | $ (1,343,311) | $ (212,573) | $ 124 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 696,938 | ||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 16,150 | $ 8 | 16,142 | ||||||||||
Change in value of redeemable noncontrolling interests | (918) | 918 | |||||||||||
Change in value of redeemable noncontrolling interests | (918) | ||||||||||||
Parent cash dividends declared | (291,729) | (291,729) | |||||||||||
Foreign currency translation adjustment | 58,870 | 58,983 | (113) | ||||||||||
Temporary Equity, Foreign Currency Translation Adjustments | (548) | ||||||||||||
Change in Fair Value of Interest Rate Swap Agreements | 0 | ||||||||||||
Net income (loss) | 139,629 | 136,755 | 2,115 | ||||||||||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | 138,870 | ||||||||||||
Temporary Equity, Net Income | 759 | ||||||||||||
Noncontrolling interests equity contributions | 0 | 0 | |||||||||||
Noncontrolling interest equity contributions, redeemable noncontrolling interests | 13,230 | ||||||||||||
Noncontrolling interests dividends | (1,956) | (1,956) | |||||||||||
Temporary Equity, Accretion of Dividends | (972) | ||||||||||||
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests | 1,339 | (1,339) | |||||||||||
Balance at Jun. 30, 2017 | 1,857,297 | $ 2,644 | 3,505,019 | (1,498,285) | (153,590) | 1,509 | |||||||
Balance (in shares) at Jun. 30, 2017 | 264,379,608 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Redeemable Noncontrolling Interest | 68,084 | ||||||||||||
Redeemable Noncontrolling Interest | $ 91,418 | 91,418 | |||||||||||
Balance (in shares) at Dec. 31, 2017 | 283,110,183 | 283,110,183 | |||||||||||
Balance at Dec. 31, 2017 | $ 2,298,842 | $ 2,831 | 4,164,562 | (1,765,966) | (103,989) | 1,404 | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation (in shares) | 540,558 | ||||||||||||
Issuance of shares under employee stock purchase plan and option plans and stock-based compensation | 13,805 | $ 6 | 13,799 | ||||||||||
Issuance of shares | $ 76,192 | $ 22 | $ 76,170 | $ 8,716 | $ 2 | $ 8,714 | |||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 2,175,000 | 273,486 | |||||||||||
Change in value of redeemable noncontrolling interests | (6,351) | (6,351) | 6,351 | ||||||||||
Parent cash dividends declared | (338,251) | (338,251) | |||||||||||
Foreign currency translation adjustment | (105,512) | (105,664) | 152 | ||||||||||
Temporary Equity, Foreign Currency Translation Adjustments | (2,009) | ||||||||||||
Change in Fair Value of Interest Rate Swap Agreements | 2,203 | 2,203 | |||||||||||
Net income (loss) | 138,695 | ||||||||||||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | 138,036 | 138,085 | (49) | ||||||||||
Temporary Equity, Net Income | 659 | ||||||||||||
Noncontrolling interests dividends | 0 | 0 | |||||||||||
Temporary Equity, Accretion of Dividends | (1,079) | ||||||||||||
Balance at Jun. 30, 2018 | $ 2,057,447 | $ 2,861 | $ 4,256,894 | (1,996,365) | $ (207,450) | $ 1,507 | |||||||
Balance (in shares) at Jun. 30, 2018 | 286,099,227 | 286,099,227 | |||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Redeemable Noncontrolling Interest | $ 95,340 | $ 95,340 | |||||||||||
Cumulative-effect adjustment for adoption of ASU 2014-09 (see Note 2.c.) | Accounting Standards Update 2014-09 | $ (30,233) | $ (30,233) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash Flows from Operating Activities: | ||
Net income (loss) | $ 138,695 | $ 139,629 |
Income (loss) from discontinued operations, net of tax | (822) | (2,363) |
Adjustments to reconcile net income (loss) to cash flows from operating activities: | ||
Depreciation | 224,933 | 201,907 |
Amortization (includes amortization of deferred financing costs and discounts of $7,875 and $7,580 for the six months ended June 30, 2017 and 2018, respectively) | 99,445 | 58,774 |
Revenue reduction associated with amortization of permanent withdrawal fees | 7,925 | 5,906 |
Stock-based compensation expense | 16,073 | 15,092 |
(Benefit) provision for deferred income taxes | 898 | (9,536) |
(Gain) loss on disposal/write-down of property, plant and equipment, net (including real estate) | (1,676) | (2,238) |
Gain on Russia and Ukraine Divestment (see Note 10) | 0 | (38,869) |
Foreign currency transactions and other, net | 497 | 23,508 |
(Increase) decrease in assets | (54,729) | (69,036) |
(Decrease) increase in liabilities | (39,077) | (5,460) |
(Increase) decrease in assets | ||
Cash Flows from Operating Activities - Continuing Operations | 393,806 | 322,040 |
Cash Flows from Operating Activities - Discontinued Operations | (477) | (2,363) |
Cash Flows from Operating Activities | 393,329 | 319,677 |
Cash Flows from Investing Activities: | ||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | (217,601) | (165,207) |
Cash paid for acquisitions, net of cash acquired | (1,666,869) | (38,223) |
Acquisition of customer relationships | (23,383) | (21,037) |
Customer inducements (see Note 2.b.) | (4,041) | (7,473) |
Contract fulfillment costs (see Note 2.c.) | (9,809) | 0 |
Net proceeds from Divestments (see Note 10) | 0 | 2,423 |
Proceeds from sales of property and equipment and other, net (including real estate) | 207 | 8,547 |
Cash Flows from Investing Activities—Continuing Operations | (1,921,496) | (220,970) |
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 |
Cash Flows from Investing Activities | (1,921,496) | (220,970) |
Cash Flows from Financing Activities: | ||
Repayment of revolving credit, term loan facilities and other debt | (7,876,796) | (5,751,416) |
Proceeds from revolving credit, term loan facilities and other debt | 8,944,416 | 5,494,125 |
Net proceeds from sales of senior notes | 0 | 332,683 |
Debt financing and equity contribution from noncontrolling interests | 0 | 13,230 |
Debt repayment and equity distribution to noncontrolling interests | (1,079) | (3,079) |
Parent cash dividends | (337,052) | (147,393) |
Net proceeds associated with the Over-Allotment Option (see Note 9) | 76,192 | 0 |
Proceeds From Issuance Of At The Market Program | 8,716 | 0 |
Net proceeds (payments) associated with employee stock-based awards | (2,259) | 810 |
Payment of debt financing and stock issuance costs | (13,385) | (544) |
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 798,753 | (61,584) |
Cash Flows from Financing Activities—Discontinued Operations | 0 | 0 |
Net Cash Provided by (Used in) Financing Activities | 798,753 | (61,584) |
Effect of Exchange Rates on Cash and Cash Equivalents | (8,093) | 17,412 |
(Decrease) Increase in cash and cash equivalents | (737,507) | 54,535 |
Cash and cash equivalents, beginning of period | 925,699 | 236,484 |
Cash and cash equivalents, end of period | 188,192 | 291,019 |
Non-Cash Investing and Financing Activities: | ||
Capital Leases | 34,260 | 57,383 |
Accrued Capital Expenditures | 49,320 | 79,775 |
Business Combination, Consideration Transferred, Accrued Purchase Price and Other Holdbacks | 26,089 | 0 |
Fair Value of Initial OSG Investment (see Note 10) | 0 | 18,000 |
Increase (decrease) in Fair Value of OSG Investment (see Note 10) | (94) | 0 |
Dividends Payable | 173,301 | 149,961 |
Cash Paid for Interest | 185,804 | 177,303 |
Cash Paid for Income Taxes, Net | $ 33,858 | $ 55,922 |
CONSOLIDATED STATEMENTS OF CAS9
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Cash Flows [Abstract] | ||
Deferred financing costs and discount included in Amortization | $ 7,580 | $ 7,875 |
General
General | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | The interim condensed consolidated financial statements are presented herein and, in the opinion of management, reflect all adjustments of a normal recurring nature necessary for a fair presentation. Interim results are not necessarily indicative of results for a full year. Iron Mountain Incorporated, a Delaware corporation ("IMI"), and its subsidiaries ("we" or "us") store records, primarily physical records and data backup media, provide colocation and wholesale data center spaces and provide information management and data center solutions that help organizations in various locations throughout North America, Europe, Latin America, Asia and Africa protect their information, lower storage rental costs, comply with regulations, facilitate corporate disaster recovery, and better use their information and information technology ("IT") infrastructure for business advantages, regardless of its format, location or life cycle stage. We currently serve customers across an array of market verticals - commercial, legal, financial, healthcare, insurance, life sciences, energy, business services, entertainment and government organizations. The unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been omitted pursuant to those rules and regulations, but we believe that the disclosures included herein are adequate to make the information presented not misleading. The Condensed Consolidated Financial Statements and Notes thereto, which are included herein, should be read in conjunction with the Consolidated Financial Statements and Notes thereto for the year ended December 31, 2017 included in our Annual Report on Form 10-K filed with the SEC on February 16, 2018 (our "Annual Report"). We have been organized and have operated as a real estate investment trust for United States federal income tax purposes ("REIT") beginning with our taxable year ended December 31, 2014. On January 1, 2018, we adopted Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"). See Note 2.c. On January 10, 2018, we completed the acquisition of IO Data Centers, LLC ("IODC"). See Note 4. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalents | This Note 2 to Notes to Condensed Consolidated Financial Statements provides information and disclosure regarding certain of our significant accounting policies and should be read in conjunction with Note 2 to Notes to Consolidated Financial Statements included in our Annual Report, which may provide additional information with regard to the accounting policies set forth herein and other of our significant accounting policies. a. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents include cash on hand and cash invested in highly liquid short-term securities, which have remaining maturities at the date of purchase of less than 90 days . Cash and cash equivalents are carried at cost, which approximates fair value. At December 31, 2017 and June 30, 2018, we had approximately $22,167 and $17,703 , respectively, of restricted cash held by certain financial institutions related to bank guarantees. b. Goodwill and Other Intangible Assets and Liabilities Goodwill Since December 31, 2017, there have been no changes to our accounting polices related to the accounting for goodwill. As of December 31, 2017 and June 30, 2018, no factors were identified that would alter our October 1, 2017 goodwill impairment analysis. When changes occur in the composition of one or more reporting units, the goodwill is reassigned to the reporting units affected based on their relative fair values. Our reporting units as of December 31, 2017 are described in detail in Note 2.h. to Notes to Consolidated Financial Statements included in our Annual Report. The goodwill associated with acquisitions completed during the first six months of 2018 (which are described in Note 4) has been incorporated into our reporting units as they existed as of December 31, 2017. During the first quarter of 2018, as a result of changes in the management of our businesses included in our Other International Business segment, we reassessed the composition of our reporting units. As a result of this reassessment, we determined that our business in South Africa, which was previously being managed in conjunction with our businesses in Northern and Eastern Europe and Middle East and India as a part of our former Northern and Eastern Europe and Middle East, Africa and India (“NEE and MEAI”) reporting unit, was now being managed in conjunction with our businesses included in our Australia and New Zealand reporting unit. This newly formed reporting unit, which consists of (i) the businesses included in our former Australia and New Zealand reporting unit and (ii) our business in South Africa is referred to as the Australia, New Zealand and South Africa (“ANZ-SA”) reporting unit. The former NEE and MEAI reporting unit is now referred to as the Northern and Eastern Europe and Middle East and India ("NEE and MEI") reporting unit. The changes in the carrying value of goodwill attributable to each reportable operating segment for the six months ended June 30, 2018 are as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate and Other Business Total Gross Balance as of December 31, 2017 $ 2,474,829 $ 551,726 $ 453,537 $ 846,721 $ — $ 60,048 $ 4,386,861 Non-deductible goodwill acquired during the year — — — 5,330 443,368 — 448,698 Fair value and other adjustments(1) (376 ) — — 7,797 — 4,704 12,125 Currency effects (9,257 ) (2,527 ) (9,353 ) (43,373 ) (2 ) (590 ) (65,102 ) Gross Balance as of June 30, 2018 $ 2,465,196 $ 549,199 $ 444,184 $ 816,475 $ 443,366 $ 64,162 $ 4,782,582 Accumulated Amortization Balance as of December 31, 2017 $ 205,383 $ 53,875 $ 57,048 $ 288 $ — $ — $ 316,594 Currency effects (327 ) (82 ) (237 ) — — — (646 ) Accumulated Amortization Balance as of June 30, 2018 $ 205,056 $ 53,793 $ 56,811 $ 288 $ — $ — $ 315,948 Net Balance as of December 31, 2017 $ 2,269,446 $ 497,851 $ 396,489 $ 846,433 $ — $ 60,048 $ 4,070,267 Net Balance as of June 30, 2018 $ 2,260,140 $ 495,406 $ 387,373 $ 816,187 $ 443,366 $ 64,162 $ 4,466,634 Accumulated Goodwill Impairment Balance as of December 31, 2017 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 Accumulated Goodwill Impairment Balance as of June 30, 2018 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 _______________________________________________________________________________ (1) Total fair value and other adjustments include $12,125 in net adjustments primarily related to property, plant and equipment, customer relationship intangible assets and deferred income taxes and other liabilities. Finite-lived intangible assets and liabilities i. Customer Relationship Intangible Assets Customer relationship intangible assets, which are acquired through either business combinations or acquisitions of customer relationships, are amortized over periods ranging from 10 to 30 years and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. The value of customer relationship intangible assets is calculated based upon estimates of their fair value. ii. Customer Inducements Prior to the adoption of ASU 2014-09, free intake costs to transport boxes to one of our facilities, which include labor and transportation costs ("Free Move Costs"), were capitalized and amortized over periods ranging from 10 to 30 years. The amortization of Free Move Costs is included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2017. Subsequent to the adoption of ASU 2014-09, Free Move Costs are considered a Contract Fulfillment Cost (as defined in Note 2.c.) and, therefore, are now deferred and amortized over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. See Note 2.c. for information regarding the accounting for Free Move Costs, which are now a component of Intake Costs (as defined in Note 2.c.), following the adoption of ASU 2014-09. Payments that are made to a customer's current records management vendor in order to terminate the customer's existing contract with that vendor, or direct payments to a customer ("Permanent Withdrawal Fees"), are amortized over periods ranging from 5 to 15 years and are included in storage and service revenue in the accompanying Condensed Consolidated Statements of Operations. Our accounting for Permanent Withdrawal Fees did not change as a result of the adoption of ASU 2014-09. Free Move Costs (prior to the adoption of ASU 2014-09) and Permanent Withdrawal Fees are collectively referred to as "Customer Inducements". If the customer terminates its relationship with us, the unamortized carrying value of the Customer Inducement intangible asset is charged to expense or revenue. However, in the event of such termination, we generally collect, and record as income, permanent removal fees that generally equal or exceed the amount of the unamortized Customer Inducement intangible asset. iii. Data Center Intangible Assets and Liabilities Finite-lived intangible assets associated with our data center business consist of the following: Data Center In-Place Lease Intangible Assets and Data Center Tenant Relationship Intangible Assets Data Center In-Place Lease Intangible Assets (“Data Center In-Place Leases”) and Data Center Tenant Relationship Intangible Assets (“Data Center Tenant Relationships") are acquired through either business combinations or asset acquisitions in our data center business. These intangible assets reflect the value associated with acquiring a data center operation with active tenants as of the date of acquisition. The value of Data Center In-Place Leases is determined based upon an estimate of the economic costs (such as lost revenues and unreimbursed operating expenses during the lease-up period, tenant improvement costs, commissions, legal expenses and other costs to acquire new data center leases) avoided by acquiring a data center operation with active tenants that would have otherwise been incurred if the data center operation was purchased vacant. Data Center In-Place Leases are amortized over the weighted average remaining term of the acquired data center leases and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. The value of Data Center Tenant Relationships is determined based upon an estimate of the economic costs avoided upon lease renewal of the acquired tenants, based upon expectations of lease renewal. Data Center Tenant Relationships are amortized over the weighted average remaining anticipated life of the relationship with the acquired tenant and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. Data Center In-Place Leases and Data Center Tenant Relationships are included in Customer relationships, customer inducements and data center lease-based intangibles in the accompanying Condensed Consolidated Balance Sheets. Data Center Above-Market and Below-Market In-Place Lease Intangible Assets Data Center Above-Market In-Place Lease Intangible Assets (“Data Center Above-Market Leases”) and Data Center Below-Market In-Place Lease Intangible Assets (“Data Center Below-Market Leases”) are acquired through either business combinations or asset acquisitions in our data center business. We record Data Center Above-Market Leases and Data Center Below-Market Leases at the net present value of the difference between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) management’s estimate of the fair market lease rates for each corresponding in-place lease. Data Center Above-Market Leases and Data Center Below-Market Leases are amortized over the remaining non-cancellable term of the acquired in-place lease to storage revenue in the accompanying Condensed Consolidated Statements of Operations. Data Center Above-Market Leases are included in Customer relationships, customer inducements and data center lease-based intangibles in the accompanying Condensed Consolidated Balance Sheets. Data Center Below-Market Leases are included in Other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets. The components of our finite-lived intangible assets related to customer relationship value, customer inducements and data center lease-based intangible assets and liabilities as of December 31, 2017 and June 30, 2018 are as follows: December 31, 2017 June 30, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Assets: Customer relationship intangible assets $ 1,704,105 $ (395,278 ) $ 1,308,827 $ 1,690,147 $ (436,076 ) $ 1,254,071 Customer inducements(1) 140,030 (66,981 ) 73,049 57,555 (35,430 ) 22,125 Data center lease-based intangible assets(2) 19,314 (643 ) 18,671 276,936 (22,583 ) 254,353 $ 1,863,449 $ (462,902 ) $ 1,400,547 $ 2,024,638 $ (494,089 ) $ 1,530,549 Liabilities: Data center below-market leases $ — $ — $ — $ 12,338 $ (761 ) $ 11,577 _______________________________________________________________________________ (1) The gross carrying amount, accumulated amortization and net carrying amount of customer inducements as of December 31, 2017 includes Free Move Costs, which were capitalized as Customer Inducements prior to the adoption of ASU 2014-09. Subsequent to the adoption of ASU 2014-09, Free Move Costs are considered Contract Fulfillment Costs and Customer Inducements consist exclusively of Permanent Withdrawal Fees. Contract Fulfillment Costs are included in Other, a component of Other Assets, Net, in the accompanying Condensed Consolidated Balance Sheet as of June 30, 2018. See Note 2.c. for information regarding Contract Fulfillment Costs included in our Condensed Consolidated Balance Sheet as of June 30, 2018. (2) Includes Data Center In-Place Leases, Data Center Tenant Relationships and Data Center Above-Market Leases. Other finite-lived intangible assets, including trade names, noncompetition agreements and trademarks, are capitalized and amortized over a weighted average of four years and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2017 and 2018. The other finite-lived intangible assets as of December 31, 2017 and June 30, 2018 are as follows: December 31, 2017 June 30, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Other finite-lived intangible assets (included in other assets, net) $ 20,929 $ (10,728 ) $ 10,201 $ 20,365 $ (12,611 ) $ 7,754 Amortization expense associated with finite-lived intangible assets, revenue reduction associated with the amortization of Permanent Withdrawal Fees and net revenue reduction associated with the amortization of Data Center Above-Market Leases and Data Center Below-Market Leases for the three and six months ended June 30, 2017 and 2018 are as follows: Three Months Ended June 30, Six Months Ended 2017 2018 2017 2018 Amortization expense included in depreciation and amortization associated with: Customer relationship and customer inducement intangible assets $ 24,611 $ 28,813 $ 47,410 $ 57,619 Data center in-place leases and tenant relationships — 7,563 — 18,401 Other finite-lived intangible assets 1,173 1,659 3,489 2,844 Revenue reduction associated with amortization of: Permanent withdrawal fees $ 2,748 $ 2,968 $ 5,906 $ 5,553 Data center above-market leases and data center below-market leases — 1,293 — 2,372 . Revenues In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU 2014-09. ASU 2014-09 provides guidance for management to reassess revenue recognition as it relates to: (1) transfer of control, (2) variable consideration, (3) allocation of transaction price based on relative standalone selling price, (4) licenses, (5) time value of money, and (6) contract costs. We adopted ASU 2014-09 as of January 1, 2018 using the modified retrospective method for all of our customer contracts, whereby the cumulative effect of applying ASU 2014-09 is recognized at the date of initial application. At January 1, 2018, we recognized the cumulative effect of initially applying ASU 2014-09 as an adjustment to the opening balance of (distributions in excess of earnings) earnings in excess of distributions, resulting in a decrease of $30,233 to stockholders' equity. The reduction of (distribution in excess of earnings) earnings in excess of distributions represents the net effect of (i) the write-off of Free Move Costs, net (which were capitalized and amortized prior to the adoption of ASU 2014-09) based upon the net book value of the Free Move Costs as of December 31, 2017, (ii) the recognition of certain Contract Fulfillment Costs, specifically Intake Costs (each as defined below) and commission assets, (iii) the recognition of deferred revenue associated with Intake Costs billed to our customers (as discussed below), and (iv) the deferred income tax impact of the aforementioned items. As we adopted ASU 2014-09 on a modified retrospective basis, the comparative Condensed Consolidated Balance Sheet as of December 31, 2017, the Condensed Consolidated Statements of Operations and the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2017 and the Condensed Consolidated Statement of Equity and the Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2017 have not been restated to reflect the adoption of ASU 2014-09 and reflect our revenue policies in place at that time, as disclosed in Note 2.l. to Notes to Consolidated Financial Statements included in our Annual Report. Storage rental and service revenues are recognized in the month the respective storage rental or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. The performance obligation is a series of distinct services (as determined for purposes of ASU 2014-09, a “series”) that have the same pattern of transfer to the customer that is satisfied over time. For those contracts that qualify as a series, we have a right to consideration from the customer in an amount that corresponds directly with the value of the underlying performance obligation transferred to the customer to date. This concept is known as "right to invoice" and we are applying the "right to invoice" practical expedient to all revenues, with the exception of storage revenues in our data center business. For all of our businesses, with the exception of the storage component of our data center business, each purchasing decision is fully in the control of the customer and, therefore, consideration beyond the current reporting period is variable and allocated to the specific period, which is consistent with the practical expedient above. Our data center business features storage rental provided to the customer at contractually specified rates over a fixed contractual period. The storage rental revenue related to the storage component of our data center business is recognized on a straight-line basis over the contract term. The revenue related to the service component of our data center business is recognized in the period the data center access or related services are provided. Total data center revenues represent approximately 5% of our total consolidated revenues for the six months ended June 30, 2018. The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (“Contract Fulfillment Costs”). The following describes each of these Contract Fulfillment Costs recognized under ASU 2014-09: Intake Costs (and associated deferred revenue) Prior to the adoption of ASU 2014-09, intake costs incurred but not charged to a customer to transport records to our facilities (or Free Move Costs, as described in Note 2.b.), which include labor and transportation costs, were capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations. The initial movement of customer records into physical storage must take place prior to initiation of the storage of records and is not considered a separate performance obligation and, therefore, the costs of the initial intake of customer records into physical storage (“Intake Costs”) represent a contract fulfillment cost for the storage of records as the earnings process does not commence until a customer’s records or other assets are in our possession. Accordingly, upon the adoption of ASU 2014-09, all Intake Costs, regardless of whether or not the services associated with such initial moves are billed to the customer or are provided to the customer at no charge, will be deferred and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. Similarly, in instances where such Intake Costs are billed to the customer, the associated revenue will be deferred and recognized over the same three year period. Commissions Prior to the adoption of ASU 2014-09, commissions we paid related to our long-term storage contracts were expensed as incurred. Upon the adoption of ASU 2014-09, certain commission payments that are directly associated with the fulfillment of long-term storage contracts are capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. Certain direct commission payments associated with contracts with a duration of one year or less are expensed as incurred under the practical expedient which allows an entity to expense as incurred an incremental cost of obtaining a contract if the amortization period of the asset that the entity otherwise would have recognized is one year or less. The Contract Fulfillment Costs recorded as a result of the adoption of ASU 2014-09 as of January 1, 2018 and June 30, 2018 are as follows: January 1, 2018 (Date of Adoption of ASU 2014-09) June 30, 2018 Description Location in Balance Sheet Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Commissions asset Other (within Other Assets, Net) $ 42,072 $ (21,173 ) $ 20,899 $ 48,833 $ (28,355 ) $ 20,478 Intake Costs asset Other (within Other Assets, Net) 31,604 (14,954 ) 16,650 35,643 (20,135 ) 15,508 Amortization expense associated with the commissions asset and Intake Costs asset for the three and six months ended June 30, 2018 are as follows: Three Month Ended June 30, 2018 Six Months Ended June 30, 2018 Commissions asset $ 3,793 $ 7,380 Intake Costs asset 2,891 5,621 Deferred revenue liabilities associated with billed Intake Costs recorded as a result of the adoption of ASU 2014-09 as of January 1, 2018 and June 30, 2018 are as follows: Description Location in Balance Sheet January 1, 2018 (Date of Adoption of ASU 2014-09) June 30, 2018 Deferred revenue - Current Deferred revenue $ 9,671 $ 10,140 Deferred revenue - Long-term Other Long-term Liabilities 9,877 7,467 The following table presents certain components of our Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2018 as reported and as if we had not adopted ASU 2014-09 on January 1, 2018: Three Months Ended June 30, 2018 Six Months Ended June 30, 2018 As Reported If ASU 2014-09 was not adopted As Reported If ASU 2014-09 was not adopted Revenues $ 1,060,823 $ 1,057,608 $ 2,103,281 $ 2,098,872 Operating Income $ 203,359 $ 201,664 $ 367,918 $ 366,983 Income from Continuing Operations $ 93,903 $ 92,208 $ 139,517 $ 138,582 Per Share Income from Continuing Operations - Basic $ 0.33 $ 0.32 $ 0.49 $ 0.48 Per Share Income from Continuing Operations - Diluted $ 0.33 $ 0.32 $ 0.49 $ 0.48 . Stock-Based Compensation We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock units ("RSUs"), performance units ("PUs") and shares of stock issued under our employee stock purchase plan ("ESPP") (together, "Employee Stock-Based Awards"). There have been no significant changes to our accounting policies, assumptions and valuation methodologies related to the accounting for our Employee Stock-Based Awards as disclosed in Note 2.n. to Notes to Consolidated Financial Statements included in our Annual Report. Stock-based compensation expense for Employee Stock-Based Awards for the three and six months ended June 30, 2017 was $8,543 ( $5,945 after tax or $0.02 per basic and diluted share) and $15,092 ( $10,530 after tax or $0.04 per basic and diluted share), respectively. Stock-based compensation expense for Employee Stock-Based Awards for the three and six months ended June 30, 2018 was $8,689 ( $8,032 after tax or $0.03 per basic and diluted share) and $16,073 ( $14,865 after tax or $0.05 per basic and diluted share), respectively. As of June 30, 2018 , unrecognized compensation cost related to the unvested portion of our Employee Stock-Based Awards was $57,429 and is expected to be recognized over a weighted-average period of 2.2 years. Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Condensed Consolidated Statements of Operations is as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Cost of sales (excluding depreciation and amortization) $ 27 $ 29 $ 55 $ 58 Selling, general and administrative expenses 8,516 8,660 15,037 16,015 Total stock-based compensation $ 8,543 $ 8,689 $ 15,092 $ 16,073 Stock Options A summary of stock option activity for the six months ended June 30, 2018 is as follows: Stock Options Outstanding at December 31, 2017 3,671,740 Granted 846,517 Exercised (118,304 ) Forfeited (23,334 ) Expired (4,260 ) Outstanding at June 30, 2018 4,372,359 Options exercisable at June 30, 2018 2,409,054 Options expected to vest 1,844,046 Restricted Stock Units The fair value of RSUs vested during the three and six months ended June 30, 2017 and 2018 is as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Fair value of RSUs vested $ 2,047 $ 676 $ 16,073 $ 16,006 A summary of RSU activity for the six months ended June 30, 2018 is as follows: RSUs Non-vested at December 31, 2017 1,071,469 Granted 701,259 Vested (455,224 ) Forfeited (53,080 ) Non-vested at June 30, 2018 1,264,424 Performance Units Under our various equity compensation plans, we may also make awards of PUs. For the majority of outstanding PUs, the number of PUs earned is determined based on our performance against predefined targets of revenue and return on invested capital ("ROIC") and, beginning with PUs granted in 2018, Adjusted EBITDA (as defined in Note 7). The number of PUs earned may range from 0% to 200% of the initial award. The number of PUs earned is determined based on our actual performance as compared to the targets at the end of a three -year performance period. Certain PUs that we grant will be earned based on a market condition associated with the total return on our common stock in relation to either (i) a subset of the Standard & Poor's 500 Index (for certain PUs granted prior to 2017), or (ii) the MSCI United States REIT Index (for certain PUs granted in 2017 and thereafter), rather than the revenue, ROIC and Adjusted EBITDA targets noted above. The number of PUs earned based on the applicable market condition may range from 0% to 200% of the initial award. The majority of our PUs are earned based on our performance against revenue, ROIC and, beginning with PUs granted in 2018, Adjusted EBITDA targets during their applicable performance period; therefore, we forecast the likelihood of achieving the predefined revenue, ROIC and Adjusted EBITDA targets in order to calculate the expected PUs to be earned. We record a compensation charge based on either the forecasted PUs to be earned (during the performance period) or the actual PUs earned (at the three-year anniversary of the grant date) over the vesting period for each of the awards. The fair value of PUs based on our performance against revenue, ROIC and Adjusted EBITDA targets is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero). For PUs earned based on a market condition, we utilize a Monte Carlo simulation to fair value these awards at the date of grant, and such fair value is expensed over the three-year performance period. As of June 30, 2018 , we expected 85% , 100% and 100% achievement of the predefined revenue, ROIC and Adjusted EBITDA targets associated with the awards of PUs made in 2016 , 2017 and 2018 , respectively. The fair value of earned PUs that vested during the three and six months ended June 30, 2017 and 2018 is as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Fair value of earned PUs that vested $ — $ — $ 905 $ 3,033 A summary of PU activity for the six months ended June 30, 2018 is as follows: Original PU Adjustment(1) Total Non-vested at December 31, 2017 717,878 (250,067 ) 467,811 Granted 353,507 — 353,507 Vested (79,121 ) — (79,121 ) Forfeited/Performance or Market Conditions Not Achieved (12,368 ) (49,881 ) (62,249 ) Non-vested at June 30, 2018 979,896 (299,948 ) 679,948 _______________________________________________________________________________ (1) Represents an increase or decrease in the number of original PUs awarded based on either the final performance criteria or market condition achievement at the end of the performance period of such PUs or a change in estimated awards based on the forecasted performance against the predefined targets. . Income (Loss) Per Share—Basic and Diluted Basic income (loss) per common share is calculated by dividing income (loss) by the weighted average number of common shares outstanding. The calculation of diluted income (loss) per share is consistent with that of basic income (loss) per share but gives effect to all potential common shares (that is, securities such as stock options, RSUs or PUs) that were outstanding during the period, unless the effect is antidilutive. The calculation of basic and diluted income (loss) per share for the three and six months ended June 30, 2017 and 2018 is as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Income (loss) from continuing operations $ 83,148 $ 93,903 $ 141,992 $ 139,517 Less: Net income (loss) attributable to noncontrolling interests 2,492 142 2,874 610 Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation) $ 80,656 $ 93,761 $ 139,118 $ 138,907 (Loss) income from discontinued operations, net of tax $ (2,026 ) $ (360 ) $ (2,363 ) $ (822 ) Net income (loss) attributable to Iron Mountain Incorporated $ 78,630 $ 93,401 $ 136,755 $ 138,085 Weighted-average shares—basic 264,217,000 285,984,000 264,036,000 285,622,000 Effect of dilutive potential stock options 395,044 237,708 428,403 243,636 Effect of dilutive potential RSUs and PUs 318,375 347,543 405,640 415,929 Weighted-average shares—diluted 264,930,419 286,569,251 264,870,043 286,281,565 Earnings (losses) per share—basic: Income (loss) from continuing operations $ 0.31 $ 0.33 $ 0.53 $ 0.49 (Loss) income from discontinued operations, net of tax (0.01 ) — (0.01 ) — Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.30 $ 0.33 $ 0.52 $ 0.48 Earnings (losses) per share—diluted: Income (loss) from continuing operations $ 0.30 $ 0.33 $ 0.53 $ 0.49 (Loss) income from discontinued operations, net of tax (0.01 ) — (0.01 ) — Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.30 $ 0.33 $ 0.52 $ 0.48 Antidilutive stock options, RSUs and PUs, excluded from the calculation 2,701,129 3,272,502 2,597,692 3,257,322 _______________________________________________________________________________ (1) Columns may not foot due to rounding. . Income Taxes We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Our estimate of the effective tax rate for the year ending December 31, 2018 reflects the impact of the Tax Reform Legislation (as defined below). Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income between our qualified REIT subsidiaries ("QRSs") and our domestic taxable REIT subsidiaries ("TRSs"), as well as among the jurisdictions in which we operate; (2) tax law changes; (3) volatility in foreign exchange gains and losses; (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize net operating losses that we generate. Our effective tax rates for the three and six months ended June 30, 2017 were 18.1% and 16.2% , respectively. The primary reconciling items between the then current federal statutory tax rate of 35.0% and our overall effective tax rate for the three months ended June 30, 2017 were the benefit derived from the dividends paid deduction and differences in the rates of tax at which our foreign earnings are subject. The primary reconciling items between the then current federal statutory tax rate of 35.0% and our overall effective tax rate for the six months ended June 30, 2017 were the benefit derived from the dividends paid deduction, differences in the rates of tax at which our foreign earnings are subject and a release of valuation allowances on certain of our foreign net operating losses of $7,511 as a result of the merger of certain of our foreign subsidiaries. Our effective tax rates for the three and six months ended June 30, 2018 were 21.9% and 16.5% , respectively. The primary reconciling items between the current federal statutory tax rate of 21.0% and our overall effective tax rate for the three months ended June 30, 2018 were the benefit derived from the dividends paid deduction and the impact of differences in the tax rates at which our foreign earnings are subject, including foreign exchange gains and losses in different jurisdictions with different tax rates. The primary reconciling items between the current federal statutory tax rate of 21.0% and our overall effective tax rate for the six months ended June 30, 2018 were the benefit derived from the dividends paid deduction, a |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 6 Months Ended |
Jun. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | Historically, we have entered into forward contracts to hedge our exposures associated with certain foreign currencies. As of December 31, 2017, we had outstanding forward contracts to (i) purchase 138,823 United States dollars and sell 176,000 Canadian dollars, (ii) purchase 135,000 Euros and sell 160,757 United States dollars and (iii) purchase 114,390 United States dollars and sell 96,150 Euros to hedge our foreign exchange exposures. As of June 30, 2018, we had outstanding forward contracts to (i) purchase 93,000 Euros and sell 112,315 United States dollars and (ii) purchase 68,015 United States dollars and sell 58,000 Euros to hedge our foreign exchange exposures. We have not designated any of the forward contracts we have entered into as hedges. Net cash receipts (payments) included in cash from operating activities related to settlements associated with foreign currency forward contracts for the three and six months ended June 30, 2017 and 2018 are as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Net cash receipts (payments) $ 893 $ (7,554 ) $ 893 $ (1,211 ) Our policy is to record the fair value of each derivative instrument on a gross basis. The following table provides the fair value of our derivative instruments not designated as hedging instruments as of December 31, 2017 and June 30, 2018: Derivatives Not Designated as Hedging Instruments Balance Sheet Location December 31, 2017 June 30, 2018 Derivative assets Prepaid expenses and other $ 1,579 $ 318 Derivative liabilities Accrued expenses 2,329 3,413 (Gains) losses for our derivative instruments not recognized as hedging instruments for the three and six months ended June 30, 2017 and 2018 are as follows: Three Months Ended Six Months Ended Derivatives Not Designated as Hedging Instruments Location of Loss (Gain) Recognized in Income on Derivative 2017 2018 2017 2018 Foreign exchange contracts Other (income) expense, net $ — $ 9,547 $ — $ 3,556 We have designated a portion of our (i) Euro denominated borrowings by IMI under our Former Revolving Credit Facility and (ii) Euro Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. For the six months ended June 30, 2017, we designated, on average, 73,175 Euros of our Euro denominated borrowings by IMI under our Former Revolving Credit Facility as a hedge of net investment of certain of our Euro denominated subsidiaries. For the six months ended June 30, 2018, we designated, on average, 179,881 Euros of our Euro Notes as a hedge of net investment of certain of our Euro denominated subsidiaries. As a result, we recorded the following foreign exchange (losses) gains related to the change in fair value of such debt due to currency translation adjustments, which is a component of accumulated other comprehensive items, net: Three Months Ended Six Months Ended 2017 2018 2017 2018 Foreign exchange (losses) gains $ (7,076 ) $ 10,257 $ (8,148 ) $ 4,622 As of June 30, 2018 , cumulative net gains of $7,810 , net of tax, are recorded in accumulated other comprehensive items, net associated with this net investment hedge. In March 2018, we entered into interest rate swap agreements to limit our exposure to changes in interest rates on a portion of our floating rate indebtedness. As of June 30, 2018, we have $350,000 in notional value of interest rate swap agreements outstanding, which expire in March 2022. Under the interest rate swap agreements, we receive variable rate interest payments associated with the notional amount of each interest rate swap, based upon one-month LIBOR, in exchange for the payment of fixed interest rate payments (at the fixed rate interest specified in the interest rate swap agreements). We have designated these interest rate swaps as cash flow hedges. Unrealized gains are recognized as assets while unrealized losses are recognized as liabilities. The fair value of the interest rate swaps are estimated using industry standard valuation models using market-based observable inputs, including interest rate curves (Level 2, as described in Note 2.g.). At June 30, 2018, we had a derivative asset of $2,203 , which was recorded as a component of Other within Other assets, net in our Condensed Consolidated Balance Sheet, which represents the fair value of our interest rate swap agreements. We have recorded the change in fair value of the interest rate swap agreements to accumulated other comprehensive income. We have recorded unrealized gains of $2,388 and $2,203 for the three and six months ended June 30, 2018, respectively, associated with our interest rate swap agreements. At June 30, 2018, we have recorded cumulative unrealized gains of $2,203 within accumulated other comprehensive items, net associated with these agreements. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | We account for acquisitions using the acquisition method of accounting, and, accordingly, the assets and liabilities acquired are recorded at their estimated fair values and the results of operations for each acquisition have been included in our consolidated results from their respective acquisition dates. a. Acquisition of IO Data Centers On January 10, 2018, we completed the acquisition of the United States operations of IODC, a leading data center colocation space and solutions provider based in Phoenix, Arizona, including the land and buildings associated with four data centers in Phoenix and Scottsdale, Arizona; Edison, New Jersey; and Columbus, Ohio (the “IODC Transaction”). At the closing of the IODC Transaction, we paid approximately $1,347,000 . In addition to the amount paid at the closing of the IODC Transaction, there is the potential of $35,000 in additional payments associated with the execution of future customer contracts. We have accounted for the IODC Transaction as an acquisition of a business in accordance with the guidance in ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The unaudited consolidated pro forma financial information (the "Pro Forma Financial Information") below summarizes the combined results of us and IODC on a pro forma basis as if the IODC Transaction had occurred on January 1, 2017. The Pro Forma Financial Information is presented for informational purposes and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place on January 1, 2017. The Pro Forma Financial Information, for all periods presented, includes our current estimates of purchase accounting adjustments (including amortization expenses from acquired intangible assets and depreciation of acquired property, plant and equipment). We and IODC have collectively incurred $28,064 of operating expenditures to complete the IODC Transaction (including advisory and professional fees). These operating expenditures have been reflected within the results of operations in the Pro Forma Financial Information as if they were incurred on January 1, 2017. Three Months Ended June 30, Six Months Ended June 30, 2017 2018 2017 2018 Total Revenues $ 983,723 $ 1,060,823 $ 1,957,480 $ 2,106,752 Income from Continuing Operations $ 76,085 $ 94,242 $ 93,516 $ 149,423 Per Share Income from Continuing Operations - Basic $ 0.26 $ 0.33 $ 0.32 $ 0.52 Per Share Income from Continuing Operations - Diluted $ 0.26 $ 0.33 $ 0.32 $ 0.52 In addition to our acquisition of IODC, we completed certain other acquisitions during 2017 and 2018. The Pro Forma Financial Information does not reflect these acquisitions due to the insignificant impact of these acquisitions on our consolidated results of operations. b. Other Noteworthy Acquisitions On March 8, 2018, in order to expand our data center operations into Europe and Asia, we acquired the operations of two data centers in London and Singapore from Credit Suisse International and Credit Suisse AG (together, "Credit Suisse") for a total of (i) 34,600 British pounds sterling and (ii) 81,000 Singapore dollars (or collectively, approximately $111,400 , based upon the exchange rates between the United States dollar and the British pound sterling and Singapore dollar on the closing date of the Credit Suisse transaction) (the “Credit Suisse Transaction”). As part of the Credit Suisse Transaction, Credit Suisse entered into a long-term lease with us to maintain existing data center operations. On May 25, 2018, in order to further expand our data center operations in Europe, we acquired EvoSwitch Netherlands B.V. and EvoSwitch Global Services B.V. (collectively, "EvoSwitch"), a leading data center colocation space and solutions provider with a data center in Amsterdam (the "EvoSwitch Transaction"), for (i) cash consideration of 189,000 Euros (or approximately $222,000 , based upon the exchange rate between the Euro and the United States dollar on the closing date of the EvoSwitch Transaction) and (ii) $25,000 of additional consideration in the form of future services we will provide to the seller, which is included in purchase price holdbacks and other in the allocation of the purchase price paid table below. In November 2017, we entered into an agreement to acquire (i) the storage and information management assets and operations of Santa Fe Group A/S ("Santa Fe") in China (the “Santa Fe China Transaction”) for approximately 14,000 Euros and (ii) certain real estate property located in Beijing, China owned by Santa Fe (the “Beijing Property”) for approximately 9,000 Euros, representing a total purchase price of approximately 23,000 Euros, subject to customary purchase price adjustments. We closed on the Santa Fe China Transaction on December 29, 2017. The purchase price for the Santa Fe China Transaction was not paid until January 2018 and, therefore, we accrued for the purchase price of the Santa Fe China Transaction (which was approximately $16,800 , based upon the exchange rate between the Euro and the United States dollar on the closing date of the Santa Fe China Transaction) in our Consolidated Balance Sheet as of December 31, 2017 (the “Accrued Purchase Price”). The Accrued Purchase Price is presented as a component of the current portion of long-term debt in our Consolidated Balance Sheet as of December 31, 2017. We paid the purchase price of the Santa Fe China Transaction on January 3, 2018. We expect to close on the acquisition of the Beijing Property during the second half of 2018. The completion of the acquisition of the Beijing Property is subject to closing conditions; accordingly, we can provide no assurances that we will be able to complete the acquisition of the Beijing Property, that it will not be delayed or that the terms will remain the same. A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2018 acquisitions through June 30, 2018 is as follows: IODC Transaction Other Fiscal Year 2018 Acquisitions (excluding IODC) Total Cash Paid (gross of cash acquired)(1) $ 1,347,046 $ 347,357 $ 1,694,403 Purchase Price Holdbacks and Other — 26,089 26,089 Total Consideration 1,347,046 373,446 1,720,492 Fair Value of Identifiable Assets Acquired: Cash 34,227 484 34,711 Accounts Receivable and Prepaid Expenses 7,070 3,354 10,424 Property, Plant and Equipment(2) 863,027 195,470 1,058,497 Customer Relationship Intangible Assets — 7,254 7,254 Data Center In-Place Leases 104,340 32,091 136,431 Data Center Tenant Relationships 77,362 18,410 95,772 Data Center Above-Market Leases 16,439 2,381 18,820 Other Assets — 273 273 Debt Assumed — (19,941 ) (19,941 ) Accounts Payable, Accrued Expenses and Other Liabilities (23,198 ) (2,197 ) (25,395 ) Deferred Income Taxes — (31,761 ) (31,761 ) Data Center Below-Market Leases (11,421 ) (694 ) (12,115 ) Other Liabilities — (1,176 ) (1,176 ) Total Fair Value of Identifiable Net Assets Acquired 1,067,846 203,948 1,271,794 Goodwill Initially Recorded(3) $ 279,200 $ 169,498 $ 448,698 _______________________________________________________________________________ (1) Included in cash paid for acquisitions in the Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2018 is net cash acquired of $34,711 and contingent and other payments, net of $7,177 related to acquisitions made in previous years. The cash paid for the Accrued Purchase Price for the Santa Fe China Transaction is included in cash flows from financing activities (as a component of repayment of revolving credit, term loan and bridge facilities and other debt) in the Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2018. (2) Consists primarily of building, building improvements, leasehold improvements, data center infrastructure, racking structures and warehouse equipment. These assets are depreciated using the straight-line method with the useful lives as noted in Note 2.g. to Notes to Consolidated Financial Statements included in our Annual Report. (3) The goodwill associated with acquisitions is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of the operations of us and the acquired businesses. See Note 6 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding our allocations of the purchase price for acquisitions. The preliminary purchase price allocations that are not finalized as of June 30, 2018 primarily relate to the final assessment of the fair values of intangible assets (primarily customer relationship intangible assets and data center lease-based intangible assets), property, plant and equipment (primarily building, building improvements, data center infrastructure and racking structures), operating leases, contingencies and income taxes (primarily deferred income taxes), primarily associated with the Bonded Transaction, the Santa Fe Transaction, the Fortrust Transaction (each as defined in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report), the IODC Transaction, the Credit Suisse Transaction and the EvoSwitch Transaction, as well as other acquisitions we closed in 2018. As the valuation of certain assets and liabilities for purposes of purchase price allocations are preliminary in nature, they are subject to adjustment as additional information is obtained about the facts and circumstances regarding these assets and liabilities that existed at the acquisition date. Any adjustments to our estimates of purchase price allocation will be made in the periods in which the adjustments are determined and the cumulative effect of such adjustments will be calculated as if the adjustments had been completed as of the acquisition dates. Adjustments recorded during the six months ended June 30, 2018 were not material to our results from operations. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Long-term debt is as follows: December 31, 2017 June 30, 2018 Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Revolving Credit Facility(1) $ 466,593 $ (14,407 ) $ 452,186 $ 466,593 $ 828,567 $ (15,617 ) $ 812,950 $ 828,567 Term Loan A(1) 243,750 — 243,750 243,750 246,875 — 246,875 246,875 Term Loan B(2) — — — — 696,556 (9,367 ) 687,189 686,031 Australian Dollar Term Loan (the "AUD Term Loan")(3) 187,504 (3,382 ) 184,122 189,049 248,670 (3,433 ) 245,237 250,681 4 3 / 8 % Senior Notes due 2021 (the "4 3 / 8 % Notes")(4)(5) 500,000 (5,874 ) 494,126 507,500 500,000 (5,015 ) 494,985 496,250 6% Senior Notes due 2023 (the "6% Notes due 2023")(4) 600,000 (6,224 ) 593,776 625,500 600,000 (5,675 ) 594,325 613,500 5 3 / 8 % CAD Senior Notes due 2023 (the "CAD Notes due 2023")(5)(6) 199,171 (3,295 ) 195,876 208,631 190,330 (2,875 ) 187,455 191,519 5 3 / 4 % Senior Subordinated Notes due 2024 (the "5 3 / 4 % Notes")(4) 1,000,000 (9,156 ) 990,844 1,012,500 1,000,000 (8,469 ) 991,531 980,000 3% Euro Senior Notes due 2025 (the "Euro Notes")(4)(5) 359,386 (4,691 ) 354,695 364,776 350,508 (4,419 ) 346,089 346,582 3 7 / 8 % GBP Senior Notes due 2025 (the "GBP Notes due 2025")(5) 539,702 (7,718 ) 531,984 527,559 528,296 (7,104 ) 521,192 499,240 5 3 / 8 % Senior Notes due 2026 (the "5 3 / 8 % Notes")(5) 250,000 (3,615 ) 246,385 256,875 250,000 (3,400 ) 246,600 238,125 4 7 / 8 % Senior Notes due 2027 (the "4 7 / 8 % Notes")(4)(5) 1,000,000 (13,866 ) 986,134 1,000,000 1,000,000 (13,153 ) 986,847 921,250 5 1 / 4 % Senior Notes due 2028 (the "5 1 / 4 % Notes")(4)(5) 825,000 (11,817 ) 813,183 826,031 825,000 (11,511 ) 813,489 767,250 Real Estate Mortgages, Capital Leases and Other 649,432 (566 ) 648,866 649,432 614,145 (316 ) 613,829 614,145 Accounts Receivable Securitization Program(7) 258,973 (356 ) 258,617 258,973 248,473 (287 ) 248,186 248,473 Mortgage Securitization Program(8) 50,000 (1,273 ) 48,727 50,000 50,000 (1,200 ) 48,800 50,000 Total Long-term Debt 7,129,511 (86,240 ) 7,043,271 8,177,420 — (91,841 ) 8,085,579 Less Current Portion (146,300 ) — (146,300 ) (123,818 ) — (123,818 ) Long-term Debt, Net of Current Portion $ 6,983,211 $ (86,240 ) $ 6,896,971 $ 8,053,602 $ (91,841 ) $ 7,961,761 ______________________________________________________________ (1) Collectively, as amended as described below, the "Credit Agreement". Of the $828,567 of outstanding borrowings under the Revolving Credit Facility, 618,300 was denominated in United States dollars, 135,000 was denominated in Canadian dollars and 92,000 was denominated in Euros. In addition, we also had various outstanding letters of credit totaling $54,638 . The remaining amount available for borrowing under the Revolving Credit Facility as of June 30, 2018 was $866,795 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 3.5% as of June 30, 2018 . The average interest rate in effect under the Revolving Credit Facility as of June 30, 2018 was 3.5% and ranged from 1.8% to 5.8% and the interest rate in effect under the Term Loan A as of June 30, 2018 was 3.8% . (2) Interest rate in effect as of June 30, 2018 was 3.8% . The amount of debt for the Term Loan B (as defined below) reflects an unamortized original issue discount of $1,694 as of June 30, 2018. (3) Interest rate in effect as of June 30, 2018 was 6.0% . We had 338,438 Australian dollars outstanding on the AUD Term Loan as of June 30, 2018. The amount of debt for the AUD Term Loan reflects an unamortized original issue discount of $1,545 and $2,011 as of December 31, 2017 and June 30, 2018, respectively. (4) Collectively, the "Parent Notes". (5) Collectively, the "Unregistered Notes". (6) Together, with our previously outstanding 6 1 / 8 % CAD Senior Notes due 2021 (the "CAD Notes due 2021"), the "CAD Notes". (7) Interest rate in effect as of June 30, 2018 was 3.0% . (8) Interest rate in effect as of June 30, 2018 was 3.5% . See Note 4 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding our Credit Agreement and our other long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of June 30, 2018 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 2017 (which are disclosed in our Annual Report). Additionally, see Note 5 to Notes to Consolidated Financial Statements included in our Annual Report for information regarding which of our consolidated subsidiaries guarantee certain of our debt instruments. There have been no material changes to our long-term debt since December 31, 2017 other than those changes described below. a. Credit Agreement Amendments On March 22, 2018, we entered into an amendment (the “2018 First Amendment”) to the Credit Agreement which provided us with the option to request additional commitments of up to $1,260,000 under the Credit Agreement in the form of term loans or through increased commitments under the Revolving Credit Facility, subject to the conditions specified in the Credit Agreement. On June 4, 2018, we entered into another amendment (the "2018 Second Amendment") to the Credit Agreement which (i) reduced interest rate margins applicable to existing and future borrowings under the Revolving Credit Facility and Term Loan A by 0.25% and (ii) extended the maturity date of the Credit Agreement to June 4, 2023. In connection with the 2018 First Amendment, Iron Mountain Information Management, LLC ("IMIM") entered into an incremental term loan activation notice, or the Activation Notice, with certain lenders pursuant to which the lenders party to the Activation Notice agreed to provide commitments to fund an incremental term loan B in the amount of $700,000 (the “Term Loan B”). On March 26, 2018, IMIM borrowed the full amount of the Term Loan B, which matures on January 2, 2026. The Term Loan B was issued at 99.75% of par. The aggregate net proceeds of approximately $689,850 , after paying commissions to the joint lead arrangers and net of the original discount, were used to repay outstanding borrowings under the Revolving Credit Facility. The Term Loan B holders benefit from the same security and guarantees as other borrowings under the Credit Agreement. The Term Loan B holders also benefit from the same affirmative and negative covenants as other borrowings under the Credit Agreement; however, the Term Loan B holders are not generally entitled to the benefits of the financial covenants under the Credit Agreement. Principal payments on the Term Loan B are to be paid in quarterly installments of $1,750 per quarter during the period June 30, 2018 through December 31, 2025, with the balance due on January 2, 2026. The Term Loan B may be prepaid without penalty at any time after September 22, 2018. The Term Loan B bears interest at a rate of LIBOR plus 1.75% . b. Australian Dollar Term Loan Amendment On March 27, 2018, Iron Mountain Australia Group Pty Ltd, a wholly owned subsidiary of IMI, amended its AUD Term Loan (the "AUD Term Loan Amendment") to (i) increase the borrowings under the AUD Term Loan from 250,000 Australian dollars to 350,000 Australian dollars; (ii) increase the quarterly principal payments from 6,250 Australian dollars per year to 8,750 Australian dollars per year and (iii) decrease the interest rate on the AUD Term Loan from BBSY (an Australian benchmark variable interest rate) plus 4.3% to BBSY plus 3.875% . The AUD Term Loan matures in September 2022. All indebtedness associated with the AUD Term Loan was issued at 99% of par. The net proceeds associated with the AUD Term Loan Amendment of approximately 99,000 Australian dollars (or approximately $75,621 , based on the exchange rate between the Australian dollar and the United States dollar on March 29, 2018 (the closing date of the AUD Term Loan Amendment)), net of the original discount, were used to repay outstanding borrowings under the Revolving Credit Facility. Principal payments on the AUD Term Loan are to be paid in quarterly installments in an amount equivalent to an aggregate of 8,750 Australian dollars per year, with the remaining balance due September 22, 2022. The AUD Term Loan is secured by substantially all assets of Iron Mountain Australia Group Pty. Ltd. IMI and its direct and indirect 100% owned United States subsidiaries that represent the substantial majority of its United States operations (the “Guarantors”) guarantee all obligations under the AUD Term Loan. c. Cash Pooling As described in greater detail in Note 4 to Notes to Consolidated Financial Statements included in our Annual Report, certain of our subsidiaries participate in cash pooling arrangements (the “Cash Pools”) with Bank Mendes Gans (“BMG”), an independently operated fully-owned subsidiary of ING Group, in order to help manage global liquidity requirements. We currently utilize two separate cash pools with BMG, one of which we utilize to manage global liquidity requirements for our QRSs (the "QRS Cash Pool") and the other for our TRSs (the "TRS Cash Pool"). As of December 31, 2017, we had a net cash position of approximately $5,700 in the QRS Cash Pool (which consisted of a gross cash position of approximately $383,700 less outstanding debit balances of approximately $378,000 by participating subsidiaries) and we had a zero balance in the TRS Cash Pool (which consisted of a gross cash position of approximately $229,600 less outstanding debit balances of approximately $229,600 by participating subsidiaries). As of June 30, 2018, we had a net cash position of approximately $ 2,000 in the QRS Cash Pool (which consisted of a gross cash position of approximately $ 406,900 less outstanding debit balances of approximately $ 404,900 by participating subsidiaries) and we had a net cash position of approximately $ 600 in the TRS Cash Pool (which consisted of a gross cash position of approximately $ 262,800 less outstanding debit balances of approximately $ 262,200 by participating subsidiaries). The net cash position balances as of December 31, 2017 and June 30, 2018 are reflected as cash and cash equivalents in the Condensed Consolidated Balance Sheets. d. Debt Covenants The Credit Agreement, our indentures and other agreements governing our indebtedness contain certain restrictive financial and operating covenants, including covenants that restrict our ability to complete acquisitions, pay cash dividends, incur indebtedness, make investments, sell assets and take certain other corporate actions. The covenants do not contain a rating trigger. Therefore, a change in our debt rating would not trigger a default under the Credit Agreement, our indentures or other agreements governing our indebtedness. The Credit Agreement uses EBITDAR-based calculations as the primary measures of financial performance, including leverage and fixed charge coverage ratios. Our leverage and fixed charge coverage ratios under the Credit Agreement as of December 31, 2017 and June 30, 2018, as well as our leverage ratio under our indentures as of December 31, 2017 and June 30, 2018 are as follows: December 31, 2017 June 30, 2018 Maximum/Minimum Allowable Net total lease adjusted leverage ratio 5.0 5.6 Maximum allowable of 6.5 Net secured debt lease adjusted leverage ratio 1.6 2.5 Maximum allowable of 4.0 Bond leverage ratio (not lease adjusted) 5.8 5.7 Maximum allowable of 6.5-7.0(1)(2) Fixed charge coverage ratio 2.1 2.3 Minimum allowable of 1.5 ______________________________________________________________ (1) The maximum allowable leverage ratio under our indentures for the 4 7 / 8 % Notes, the GBP Notes due 2025 and the 5 1 / 4 % Notes is 7.0 , while the maximum allowable leverage ratio under the indentures pertaining to our remaining senior and senior subordinated notes is 6.5 . In certain instances as provided in our indentures, we have the ability to incur additional indebtedness that would result in our bond leverage ratio exceeding the maximum allowable ratio under our indentures and still remain in compliance with the covenant. (2) At December 31, 2017, a portion of the net proceeds from the 5 1 / 4 % Notes, together with a portion of the net proceeds of the Equity Offering (as defined in Note 9), were used to temporarily repay approximately $807,000 of outstanding indebtedness under our Revolving Credit Facility until the closing of the IODC Transaction, which occurred on January 10, 2018. The bond leverage ratio at December 31, 2017 is calculated based on our outstanding indebtedness at this date, which reflects the temporary payment of the Revolving Credit Facility. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition and liquidity. |
Selected Consolidated Financial
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | 6 Months Ended |
Jun. 30, 2018 | |
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | |
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | The following data summarizes the consolidating results of IMI on the equity method of accounting as of December 31, 2017 and June 30, 2018 and for the three and six months ended June 30, 2017 and 2018 and are prepared on the same basis as the consolidated financial statements. The Parent Notes, the CAD Notes, the 6 1 / 8 % GBP Senior Notes due 2022 (the "GBP Notes due 2022") (which were redeemed in November 2017), the GBP Notes due 2025, and the 5 3 / 8 % Notes are guaranteed by the subsidiaries referred to below as the Guarantors. These subsidiaries are 100% owned by IMI. The guarantees are full and unconditional, as well as joint and several. Additionally, IMI guarantees the CAD Notes, which were issued by Iron Mountain Canada Operations ULC ("Canada Company"), the GBP Notes due 2022, which were issued by Iron Mountain Europe PLC ("IME"), the GBP Notes due 2025, which were issued by Iron Mountain (UK) PLC ("IM UK"), and the 5 3 / 8 % Notes, which were issued by Iron Mountain US Holdings, Inc, which is one of the Guarantors. Canada Company, IME and IM UK do not guarantee the Parent Notes. The subsidiaries that do not guarantee the Parent Notes, the CAD Notes, the GBP Notes due 2022, the GBP Notes due 2025, and the 5 3 / 8 % Notes, including IME, IM UK, Iron Mountain Receivables QRS, LLC, Iron Mountain Receivables TRS, LLC and Iron Mountain Mortgage Finance I, LLC, are referred to below as the Non-Guarantors. As discussed below, the results of the Non-Guarantors for the three and six months ended June 30, 2017 exclude the results of Canada Company, as those are presented in a separate column. The CAD Notes due 2021 were issued by Canada Company and registered under the Securities Act of 1933, as amended (the “Securities Act”). The CAD Notes due 2023 have not been registered under the Securities Act, or under the securities laws of any other jurisdiction. We redeemed the CAD Notes due 2021 in August 2017 and, therefore, as of that date, Canada Company had no outstanding debt registered under the Securities Act that would require the presentation of Canada Company on a standalone basis in the accompanying consolidating financial statements. Accordingly, (i) the assets, liabilities and equity of Canada Company are presented as a component of the Non-Guarantor subsidiaries in the accompanying Condensed Consolidated Balance Sheets as of December 31, 2017 and June 30, 2018, (ii) the revenues, expenses and other comprehensive income (loss) of Canada Company are presented as a component of the Non-Guarantor subsidiaries in the Condensed Consolidated Statement of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2018, and (iii) the operating, investing and financing cash flows for Canada Company are presented as a component of the Non-Guarantor subsidiaries in the Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2018. In the normal course of business, we periodically change the ownership structure of our subsidiaries to meet the requirements of our business. In the event of such changes, we recast the prior period financial information within this footnote to conform to the current period presentation in the period such changes occur. Generally, these changes do not alter the designation of the underlying subsidiaries as Guarantors or Non-Guarantors. However, they may change whether the underlying subsidiary is owned by the Parent, a Guarantor or a Non-Guarantor. If such a change occurs, the amount of investment in subsidiaries in the below Condensed Consolidated Balance Sheets and equity in the earnings (losses) of subsidiaries, net of tax in the below Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) with respect to the relevant Parent, Guarantors, Non-Guarantors and Eliminations columns also would change. CONDENSED CONSOLIDATED BALANCE SHEETS December 31, 2017 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 2,433 $ 634,317 $ 383,675 $ (94,726 ) $ 925,699 Accounts receivable — 32,972 802,770 — 835,742 Intercompany receivable 332,293 149,731 — (482,024 ) — Prepaid expenses and other 1,579 103,643 83,681 (29 ) 188,874 Total Current Assets 336,305 920,663 1,270,126 (576,779 ) 1,950,315 Property, Plant and Equipment, Net 316 2,030,875 1,386,488 — 3,417,679 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 4,578,995 — — (4,578,995 ) — Investment in subsidiaries 1,858,045 885,999 — (2,744,044 ) — Goodwill — 2,577,310 1,492,957 — 4,070,267 Other — 796,913 737,228 — 1,534,141 Total Other Assets, Net 6,437,040 4,260,222 2,230,185 (7,323,039 ) 5,604,408 Total Assets $ 6,773,661 $ 7,211,760 $ 4,886,799 $ (7,899,818 ) $ 10,972,402 Liabilities and Equity Intercompany Payable $ — $ — $ 482,024 $ (482,024 ) $ — Debit Balances Under Cash Pools — 56,233 38,493 (94,726 ) — Current Portion of Long-Term Debt — 54,247 92,082 (29 ) 146,300 Total Other Current Liabilities 235,062 527,549 421,262 — 1,183,873 Long-Term Debt, Net of Current Portion 4,232,759 758,166 1,906,046 — 6,896,971 Long-Term Notes Payable to Affiliates and Intercompany Payable — 4,578,995 — (4,578,995 ) — Other Long-term Liabilities — 113,024 241,974 — 354,998 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests 8,402 — 83,016 — 91,418 Total Iron Mountain Incorporated Stockholders' Equity 2,297,438 1,123,546 1,620,498 (2,744,044 ) 2,297,438 Noncontrolling Interests — — 1,404 — 1,404 Total Equity 2,297,438 1,123,546 1,621,902 (2,744,044 ) 2,298,842 Total Liabilities and Equity $ 6,773,661 $ 7,211,760 $ 4,886,799 $ (7,899,818 ) $ 10,972,402 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at December 31, 2017 is approximately $38,400 and $62,000 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. CONDENSED CONSOLIDATED BALANCE SHEETS (Continued) June 30, 2018 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 62 $ 50,056 $ 227,993 $ (89,919 ) $ 188,192 Accounts receivable — 58,280 808,761 — 867,041 Intercompany receivable — 437,598 — (437,598 ) — Prepaid expenses and other 318 108,078 80,734 (29 ) 189,101 Total Current Assets 380 654,012 1,117,488 (527,546 ) 1,244,334 Property, Plant and Equipment, Net 251 2,939,491 1,466,745 — 4,406,487 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 4,764,133 — — (4,764,133 ) — Investment in subsidiaries 1,892,689 935,316 — (2,828,005 ) — Goodwill — 2,860,920 1,605,714 — 4,466,634 Other 2,203 944,678 748,198 — 1,695,079 Total Other Assets, Net 6,659,025 4,740,914 2,353,912 (7,592,138 ) 6,161,713 Total Assets $ 6,659,656 $ 8,334,417 $ 4,938,145 $ (8,119,684 ) $ 11,812,534 Liabilities and Equity Intercompany Payable $ 114,379 $ — $ 323,219 $ (437,598 ) $ — Debit Balances Under Cash Pools — 48,576 41,343 (89,919 ) — Current Portion of Long-Term Debt — 60,363 63,484 (29 ) 123,818 Total Other Current Liabilities 246,808 532,092 370,385 — 1,149,285 Long-Term Debt, Net of Current Portion 4,227,267 1,637,813 2,096,681 — 7,961,761 Long-Term Notes Payable to Affiliates and Intercompany Payable — 4,764,133 — (4,764,133 ) — Other Long-term Liabilities — 118,575 306,308 — 424,883 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests 15,262 — 80,078 — 95,340 Total Iron Mountain Incorporated Stockholders' Equity 2,055,940 1,172,865 1,655,140 (2,828,005 ) 2,055,940 Noncontrolling Interests — — 1,507 — 1,507 Total Equity 2,055,940 1,172,865 1,656,647 (2,828,005 ) 2,057,447 Total Liabilities and Equity $ 6,659,656 $ 8,334,417 $ 4,938,145 $ (8,119,684 ) $ 11,812,534 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at June 30, 2018 is approximately $42,000 and $50,600 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) Three Months Ended June 30, 2017 Parent Guarantors Canada Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 574,211 $ 47,587 $ 328,008 $ — $ 949,806 Intercompany — 1,141 — 21,649 (22,790 ) — Total Revenues — 575,352 47,587 349,657 (22,790 ) 949,806 Operating Expenses Cost of sales (excluding depreciation and amortization) and Selling, general and administrative 273 389,679 10,585 251,192 — 651,729 Intercompany — 6,590 15,059 1,141 (22,790 ) — Depreciation and amortization 43 75,129 4,309 48,618 — 128,099 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (246 ) 4 26 — (216 ) Total Operating Expenses 316 — 471,152 — 29,957 — 300,977 (22,790 ) 779,612 Operating (Loss) Income (316 ) 104,200 17,630 48,680 — 170,194 Interest Expense (Income), Net 40,377 15,637 (6,035 ) 39,987 — 89,966 Other Expense (Income), Net 339 543 (127 ) (20,121 ) — (19,366 ) (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate (41,032 ) 88,020 23,792 28,814 — 99,594 Provision (Benefit) for Income Taxes — 436 10,010 7,563 — 18,009 Gain on Sale of Real Estate, Net of Tax — — — (1,563 ) — (1,563 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (119,662 ) (29,962 ) (363 ) (13,782 ) 163,769 — Income (Loss) from Continuing Operations 78,630 117,546 14,145 36,596 (163,769 ) 83,148 (Loss) Income from Discontinued Operations — (1,155 ) — (871 ) — (2,026 ) Net Income (Loss) 78,630 116,391 14,145 35,725 (163,769 ) 81,122 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — — 2,492 — 2,492 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 78,630 $ 116,391 $ 14,145 $ 33,233 $ (163,769 ) $ 78,630 Net Income (Loss) $ 78,630 $ 116,391 $ 14,145 $ 35,725 $ (163,769 ) $ 81,122 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments (7,076 ) — 2,704 11,910 — 7,538 Equity in Other Comprehensive Income (Loss) of Subsidiaries 14,725 11,213 970 2,704 (29,612 ) — Total Other Comprehensive Income (Loss) 7,649 11,213 3,674 14,614 (29,612 ) 7,538 Comprehensive Income (Loss) 86,279 127,604 17,819 50,339 (193,381 ) 88,660 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — — 2,381 — 2,381 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 86,279 $ 127,604 $ 17,819 $ 47,958 $ (193,381 ) $ 86,279 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Three Months Ended June 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 641,852 $ 418,971 $ — $ 1,060,823 Intercompany — 1,216 4,305 (5,521 ) — Total Revenues — 643,068 423,276 (5,521 ) 1,060,823 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative 36 419,099 282,655 — 701,790 Intercompany — 4,305 1,216 (5,521 ) — Depreciation and amortization 32 96,170 60,018 — 156,220 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (462 ) (84 ) — (546 ) Total Operating Expenses 68 519,112 343,805 (5,521 ) 857,464 Operating (Loss) Income (68 ) 123,956 79,471 — 203,359 Interest Expense (Income), Net 50,313 3,005 48,789 — 102,107 Other Expense (Income), Net 2,767 6,575 (28,398 ) — (19,056 ) (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (53,148 ) 114,376 59,080 — 120,308 Provision (Benefit) for Income Taxes — 12,509 13,896 — 26,405 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (146,549 ) (39,711 ) — 186,260 — Income (Loss) from Continuing Operations 93,401 141,578 45,184 (186,260 ) 93,903 (Loss) Income from Discontinued Operations, Net of Tax — (273 ) (87 ) — (360 ) Net Income (Loss) 93,401 141,305 45,097 (186,260 ) 93,543 Less: Net (Loss) Income Attributable to Noncontrolling Interests — — 142 — 142 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 93,401 $ 141,305 $ 44,955 $ (186,260 ) $ 93,401 Net Income (Loss) $ 93,401 $ 141,305 $ 45,097 $ (186,260 ) $ 93,543 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 10,257 — (149,429 ) — (139,172 ) Change in fair value of interest rate swap agreements 2,388 — — — 2,388 Equity in Other Comprehensive Income (Loss) of Subsidiaries (146,018 ) (129,860 ) — 275,878 — Total Other Comprehensive Income (Loss) (133,373 ) (129,860 ) (149,429 ) 275,878 (136,784 ) Comprehensive Income (Loss) (39,972 ) 11,445 (104,332 ) 89,618 (43,241 ) Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (3,274 ) — (3,274 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ (39,972 ) $ 11,445 $ (101,058 ) $ 89,618 $ (39,967 ) CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Six Months Ended June 30, 2017 Parent Guarantors Canada Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 1,141,771 $ 95,643 $ 651,268 $ — $ 1,888,682 Intercompany — 2,238 — 43,991 (46,229 ) — Total Revenues — 1,144,009 95,643 695,259 (46,229 ) 1,888,682 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative 352 791,713 21,696 504,841 — 1,318,602 Intercompany — 13,196 30,795 2,238 (46,229 ) — Depreciation and amortization 89 151,290 8,547 92,880 — 252,806 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (794 ) 6 113 — — (675 ) Total Operating Expenses 441 955,405 61,044 600,072 (46,229 ) 1,570,733 Operating (Loss) Income (441 ) 188,604 34,599 95,187 — 317,949 Interest Expense (Income), Net 83,161 12,358 5,635 74,867 — 176,021 Other Expense (Income), Net 420 3,062 (154 ) (29,058 ) — (25,730 ) (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate (84,022 ) 173,184 29,118 49,378 — 167,658 Provision (Benefit) for Income Taxes — 13,180 6,522 7,527 — 27,229 Gain on Sale of Real Estate, Net of Tax — — — (1,563 ) — (1,563 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (220,777 ) (53,375 ) (520 ) (22,596 ) 297,268 — Income (Loss) from Continuing Operations 136,755 213,379 23,116 66,010 (297,268 ) 141,992 (Loss) Income from Discontinued Operations — (957 ) — (1,406 ) — (2,363 ) Net Income (Loss) 136,755 212,422 23,116 64,604 (297,268 ) 139,629 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — — 2,874 — 2,874 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 136,755 $ 212,422 $ 23,116 $ 61,730 $ (297,268 ) $ 136,755 Net Income (Loss) $ 136,755 $ 212,422 $ 23,116 $ 64,604 $ (297,268 ) $ 139,629 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments (8,148 ) — 3,339 63,131 — 58,322 Equity in Other Comprehensive Income (Loss) of Subsidiaries 67,131 39,753 1,257 3,339 (111,480 ) — Total Other Comprehensive Income (Loss) 58,983 39,753 4,596 66,470 (111,480 ) 58,322 Comprehensive Income (Loss) 195,738 252,175 27,712 131,074 (408,748 ) 197,951 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — — 2,213 — 2,213 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 195,738 $ 252,175 $ 27,712 $ 128,861 $ (408,748 ) $ 195,738 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Six Months Ended June 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 1,268,558 $ 834,723 $ — $ 2,103,281 Intercompany — 2,421 8,796 (11,217 ) — Total Revenues — 1,270,979 843,519 (11,217 ) 2,103,281 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative 79 850,610 569,552 — 1,420,241 Intercompany — 8,796 2,421 (11,217 ) — Depreciation and amortization 65 198,616 118,117 — 316,798 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (818 ) (858 ) — (1,676 ) Total Operating Expenses 144 1,057,204 689,232 (11,217 ) 1,735,363 Operating (Loss) Income (144 ) 213,775 154,287 — 367,918 Interest Expense (Income), Net 100,254 1,497 97,982 — 199,733 Other Expense (Income), Net 1,610 8,135 (8,650 ) — 1,095 (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (102,008 ) 204,143 64,955 — 167,090 Provision (Benefit) for Income Taxes — 5,797 21,776 — 27,573 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (240,093 ) (36,846 ) — 276,939 — Income (Loss) from Continuing Operations 138,085 235,192 43,179 (276,939 ) 139,517 (Loss) Income from Discontinued Operations, Net of Tax — (695 ) (127 ) — (822 ) Net Income (Loss) 138,085 234,497 43,052 (276,939 ) 138,695 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — 610 — 610 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 138,085 $ 234,497 $ 42,442 $ (276,939 ) $ 138,085 Net Income (Loss) $ 138,085 $ 234,497 $ 43,052 $ (276,939 ) $ 138,695 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 4,622 — (112,143 ) — (107,521 ) Change in fair value of interest rate swap agreements 2,203 — — — 2,203 Equity in Other Comprehensive Income (Loss) of Subsidiaries (110,286 ) (91,524 ) — 201,810 — Total Other Comprehensive Income (Loss) (103,461 ) (91,524 ) (112,143 ) 201,810 (105,318 ) Comprehensive Income (Loss) 34,624 142,973 (69,091 ) (75,129 ) 33,377 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — (1,247 ) — (1,247 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 34,624 $ 142,973 $ (67,844 ) $ (75,129 ) $ 34,624 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Six Months Ended June 30, 2017 Parent Guarantors Canada Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (81,406 ) $ 305,548 $ 27,976 $ 69,922 $ — $ 322,040 Cash Flows from Operating Activities—Discontinued Operations — (957 ) — (1,406 ) — (2,363 ) Cash Flows from Operating Activities (81,406 ) 304,591 27,976 68,516 — 319,677 Cash Flows from Investing Activities: Capital expenditures — (124,559 ) (4,171 ) (36,477 ) — (165,207 ) Cash paid for acquisitions, net of cash acquired — (6,380 ) — (31,843 ) — (38,223 ) Intercompany loans to subsidiaries (51,119 ) (41,642 ) — (474 ) 93,235 — Investment in subsidiaries (16,170 ) — — — 16,170 — Acquisitions of customer relationships and customer inducements — (26,924 ) (410 ) (1,176 ) — (28,510 ) Net proceeds from Divestments (see Note 10) — — — 2,423 — 2,423 Proceeds from sales of property and equipment and other, net (including real estate) — 12,933 2 (4,388 ) — 8,547 Cash Flows from Investing Activities—Continuing Operations (67,289 ) (186,572 ) (4,579 ) (71,935 ) 109,405 (220,970 ) Cash Flows from Investing Activities—Discontinued Operations — — — — — — Cash Flows from Investing Activities (67,289 ) (186,572 ) (4,579 ) (71,935 ) 109,405 (220,970 ) Cash Flows from Financing Activities: Repayment of revolving credit, term loan facilities and other debt (262,579 ) (3,197,148 ) (51 ) (2,291,638 ) — (5,751,416 ) Proceeds from revolving credit, term loan facilities and other debt 224,660 2,913,810 — 2,355,655 — 5,494,125 Net proceeds from sales of senior notes 332,683 — — — — 332,683 Debit balances (payments) under cash pools — 136,379 — 25,171 (161,550 ) — Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net — — — 10,151 — 10,151 Intercompany loans from parent — 44,957 (43,089 ) 91,367 (93,235 ) — Equity contribution from parent — — — 16,170 (16,170 ) — Parent cash dividends (147,393 ) — — — — (147,393 ) Net proceeds (payments) associated with employee stock-based awards 810 — — — — 810 Payment of debt financing and stock issuance costs (471 ) — (73 ) — — (544 ) Cash Flows from Financing Activities—Continuing Operations 147,710 (102,002 ) (43,213 ) 206,876 (270,955 ) (61,584 ) Cash Flows from Financing Activities—Discontinued Operations — — — — — — Cash Flows from Financing Activities 147,710 (102,002 ) (43,213 ) 206,876 (270,955 ) (61,584 ) Effect of exchange rates on cash and cash equivalents — — 2,706 14,706 — 17,412 (Decrease) Increase in cash and cash equivalents (985 ) 16,017 (17,110 ) 218,163 (161,550 ) 54,535 Cash and cash equivalents, beginning of period 2,405 23,380 17,110 193,589 — 236,484 Cash and cash equivalents, end of period $ 1,420 $ 39,397 $ — $ 411,752 $ (161,550 ) $ 291,019 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) Six Months Ended June 30, 2018 Parent Guarantors Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (117,979 ) $ 409,167 $ 102,618 $ — $ 393,806 Cash Flows from Operating Activities—Discontinued Operations — (477 ) — — (477 ) Cash Flows from Operating Activities (117,979 ) 408,690 102,618 — 393,329 Cash Flows from Investing Activities: Capital expenditures — (142,737 ) (74,864 ) — (217,601 ) Cash paid for acquisitions, net of cash acquired — (1,314,370 ) (352,499 ) — (1,666,869 ) Intercompany loans to subsidiaries 370,423 19,092 — (389,515 ) — Investment in subsidiaries — — — — — Acquisitions of customer relationships, customer inducements and data center lease-based intangibles — (24,922 ) (12,311 ) — (37,233 ) Proceeds from sales of property and equipment and other, net (including real estate) — — 207 — 207 Cash Flows from Investing Activities—Continuing Operations 370,423 (1,462,937 ) (439,467 ) (389,515 ) (1,921,496 ) Cash Flows from Investing Activities—Discontinued Operations — — — — — Cash Flows from Investing Activities 370,423 (1,462,937 ) (439,467 ) (389,515 ) (1,921,496 ) Cash Flows from Financing Activities: Repayment of revolving credit, term loan facilities and other debt — (3,657,315 ) (4,219,481 ) — (7,876,796 ) Proceeds from revolving credit, term loan facilities and other debt — 4,531,603 4,412,813 — 8,944,416 Debit (payments) balances under cash pools — (7,657 ) 2,850 4,807 — Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net — — (1,079 ) — (1,079 ) Intercompany loans from parent — (384,323 ) (5,192 ) 389,515 — Parent cash dividends (337,052 ) — — — (337,052 ) Net (payments) proceeds associated with employee stock-based awards (2,259 ) — — — (2,259 ) Net proceeds associated with the Over-Allotment Option exercise 76,192 — — — 76,192 Net proceeds associated with the At the Market (ATM) Program 8,716 — — — 8,716 Payment of debt financing and stock issuance costs (412 ) (12,322 ) (651 ) — (13,385 ) Cash Flows from Financing Activities—Continuing Operations (254,815 ) 469,986 189,260 394,322 798,753 Cash Flows from Financing Activities—Discontinued Operations — — — — — Cash Flows from Financing Activities (254,815 ) 469,986 189,260 394,322 798,753 Effect of exchange rates on cash and cash equivalents — — (8,093 ) — (8,093 ) Increase (Decrease) in cash and cash equivalents (2,371 ) (584,261 ) (155,682 ) 4,807 (737,507 ) Cash and cash equivalents, beginning of period 2,433 634,317 383,675 (94,726 ) 925,699 Cash and cash equivalents, end of period $ 62 $ 50,056 $ 227,993 $ (89,919 ) $ 188,192 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Our six reportable operating segments as of December 31, 2017 are described in Note 9 to Notes to Consolidated Financial Statements included in our Annual Report and are as follows: • North American Records and Information Management Business • North American Data Management Business • Western European Business • Other International Business • Global Data Center Business • Corporate and Other Business There have been no changes made to our reportable operating segments since December 31, 2017. All previously reported segment information has been restated to conform to the current presentation and reflects the changes to our reportable operating segments that occurred in fourth quarter of 2017. The operations associated with acquisitions completed during the first half of 2018 (for which noteworthy acquisitions are described in Note 4) have been incorporated into our existing reportable operating segments. An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements is as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total For the Three Months Ended June 30, 2017 Total Revenues $ 509,597 $ 99,677 $ 121,866 $ 192,405 $ 10,360 $ 15,901 $ 949,806 Storage Rental 305,168 68,735 74,535 121,317 9,931 10,553 590,239 Service 204,429 30,942 47,331 71,088 429 5,348 359,567 Depreciation and Amortization 58,628 8,272 16,124 30,203 1,595 13,277 128,099 Depreciation 50,119 6,091 12,366 20,518 1,531 11,690 102,315 Amortization 8,509 2,181 3,758 9,685 64 1,587 25,784 Adjusted EBITDA 220,768 55,448 36,528 56,166 5,991 (56,847 ) 318,054 Expenditures for Segment Assets 52,640 7,174 2,079 43,084 8,797 11,374 125,148 Capital Expenditures 46,235 7,174 1,723 16,702 8,797 11,374 92,005 Cash Paid (Received) for Acquisitions, Net of Cash Acquired — — — 26,036 — — 26,036 Acquisitions of Customer Relationships and Customer Inducements 6,405 — 356 346 — — 7,107 For the Three Months Ended June 30, 2018 Total Revenues 539,080 100,031 136,215 204,752 54,895 25,850 1,060,823 Storage Rental 305,895 68,808 82,439 129,611 51,945 16,741 655,439 Service 233,185 31,223 53,776 75,141 2,950 9,109 405,384 Depreciation and Amortization 60,970 9,538 17,700 30,164 22,503 15,345 156,220 Depreciation 48,252 7,217 11,958 18,062 13,120 12,892 111,501 Amortization 12,718 2,321 5,742 12,102 9,383 2,453 44,719 Adjusted EBITDA 244,861 55,280 46,413 60,633 24,901 (62,634 ) 369,454 Expenditures for Segment Assets 41,364 3,643 27,799 30,047 265,173 11,052 379,078 Capital Expenditures 25,122 3,643 25,336 13,681 43,162 11,052 121,996 Cash Paid (Received) for Acquisitions, Net of Cash Acquired — — — 16,188 221,707 — 237,895 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 16,242 — 2,463 178 304 — 19,187 North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total As of and for the Six Months Ended June 30, 2017 Total Revenues $ 1,017,194 $ 200,511 $ 241,938 $ 381,646 $ 16,583 $ 30,810 $ 1,888,682 Storage Rental 603,351 137,559 146,102 238,932 15,789 20,785 1,162,518 Service 413,843 62,952 95,836 142,714 794 10,025 726,164 Depreciation and Amortization 119,163 16,523 30,421 57,879 3,019 25,801 252,806 Depreciation 102,071 12,154 23,254 39,823 2,891 21,714 201,907 Amortization 17,092 4,369 7,167 18,056 128 4,087 50,899 Adjusted EBITDA 430,298 110,718 70,670 111,513 7,497 (120,068 ) 610,628 Total Assets (1) 4,987,060 826,868 983,797 2,215,589 207,777 593,602 9,814,693 Expenditures for Segment Assets 104,528 15,080 7,104 61,704 17,692 25,832 231,940 Capital Expenditures 72,813 15,080 6,621 29,169 17,692 23,832 165,207 Cash (Received) Paid for Acquisitions, Net of Cash Acquired 4,379 — — 31,844 — 2,000 38,223 Acquisitions of Customer Relationships and Customer Inducements 27,336 — 483 691 — — 28,510 As of and for the Six Months Ended June 30, 2018 Total Revenues 1,065,923 199,995 273,087 412,722 101,498 50,056 2,103,281 Storage Rental 610,714 138,054 166,391 261,358 97,440 32,631 1,306,588 Service 455,209 61,941 106,696 151,364 4,058 17,425 796,693 Depreciation and Amortization 123,722 19,642 35,470 61,823 44,771 31,370 316,798 Depreciation 97,390 15,240 24,863 36,979 24,500 25,961 224,933 Amortization 26,332 4,402 10,607 24,844 20,271 5,409 91,865 Adjusted EBITDA 470,599 109,132 90,495 121,264 45,691 (124,712 ) 712,469 Total Assets (1) 5,010,186 829,682 1,355,980 2,235,790 1,909,088 471,808 11,812,534 Expenditures for Segment Assets 84,545 10,496 35,383 62,103 1,703,185 25,991 1,921,703 Capital Expenditures 54,992 10,496 31,487 38,719 56,273 25,634 217,601 Cash Paid (Received) for Acquisitions, Net of Cash Acquired 1,551 — — 19,396 1,645,922 — 1,666,869 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 28,002 — 3,896 3,988 990 357 37,233 ________________________________________________________ (1) Excludes all intercompany receivables or payables and investment in subsidiary balances. The accounting policies of the reportable segments are the same as those described in Note 2 and in our Annual Report. Adjusted EBITDA for each segment is defined as income (loss) from continuing operations before interest expense, net, provision (benefit) for income taxes, depreciation and amortization, and also excludes certain items that we believe are not indicative of our core operating results, specifically: (i) (gain) loss on disposal/write-down of property, plant and equipment (excluding real estate), net; (ii) intangible impairments; (iii) other (income) expense, net; (iv) gain on sale of real estate, net of tax; and (v) Significant Acquisition Costs (as defined below). Internally, we use Adjusted EBITDA as the basis for evaluating the performance of, and allocating resources to, our operating segments. A reconciliation of Adjusted EBITDA to income (loss) from continuing operations on a consolidated basis is as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Adjusted EBITDA $ 318,054 $ 369,454 $ 610,628 $ 712,469 (Add)/Deduct: Gain on Sale of Real Estate, Net of Tax (1,563 ) — (1,563 ) — Provision (Benefit) for Income Taxes 18,009 26,405 27,229 27,573 Other (Income) Expense, Net (19,366 ) (19,056 ) (25,730 ) 1,095 Interest Expense, Net 89,966 102,107 176,021 199,733 (Gain) loss on disposal/write-down of property, plant and equipment (excluding real estate), net (216 ) (546 ) (675 ) (1,676 ) Depreciation and Amortization 128,099 156,220 252,806 316,798 Significant Acquisition Costs(1) 19,977 10,421 40,548 29,429 Income (Loss) from Continuing Operations $ 83,148 $ 93,903 $ 141,992 $ 139,517 _______________________________________________________________________________ (1) Represents operating expenditures associated with (1) the Recall Transaction (as defined in Note 1 to Notes to Consolidated Financial Statements included in our Annual Report), including: (i) advisory and professional fees to complete the Recall Transaction; (ii) costs associated with the Divestments (as defined in Note 14 to Notes to Consolidated Financial Statements included in our Annual Report) required in connection with receipt of regulatory approvals (including transitional services); and (iii) costs to integrate Recall Holdings Limited ("Recall") with our existing operations, including moving, severance, facility upgrade, REIT conversion and system upgrade costs, as well as certain costs associated with our shared service center initiative for our finance, human resources and information technology functions; and (2) the advisory and professional fees to complete the IODC Transaction (collectively, "Significant Acquisition Costs"). |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | We are involved in litigation from time to time in the ordinary course of business. A portion of the defense and/or settlement costs associated with such litigation is covered by various commercial liability insurance policies purchased by us and, in limited cases, indemnification from third parties. Our policy is to establish reserves for loss contingencies when the losses are both probable and reasonably able to be estimated. We record legal costs associated with loss contingencies as expenses in the period in which they are incurred. There have been no material updates or changes to the matters disclosed in Note 10 to Notes to Consolidated Financial Statements included in our Annual Report, nor have there been any new material loss contingencies since December 31, 2017. We continue to believe that the resolution of the matters disclosed in Note 10 to Notes to Consolidated Financial Statements included in our Annual Report will not have a material impact on our consolidated financial condition, results of operations or cash flows. We have estimated a reasonably possible range for all loss contingencies, including those disclosed in Note 10 to Notes to Consolidated Financial Statements included in our Annual Report, and believe it is reasonably possible that we could incur aggregate losses in addition to amounts currently accrued for all matters up to an additional $17,200 over the next several years, of which certain amounts would be covered by insurance or indemnity arrangements. |
Stockholders' Equity Matters
Stockholders' Equity Matters | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Stockholders' Equity Matters | Our board of directors has adopted a dividend policy under which we have paid, and in the future intend to pay, quarterly cash dividends on our common stock. The amount and timing of future dividends will continue to be subject to the approval of our board of directors, in its sole discretion, and to applicable legal requirements. In fiscal year 2017 and in the first six months of 2018 , our board of directors declared the following dividends: Declaration Date Dividend Record Date Total Payment Date February 15, 2017 $ 0.5500 March 15, 2017 $ 145,235 April 3, 2017 May 24, 2017 0.5500 June 15, 2017 145,417 July 3, 2017 July 27, 2017 0.5500 September 15, 2017 146,772 October 2, 2017 October 24, 2017 0.5875 December 15, 2017 166,319 January 2, 2018 February 14, 2018 0.5875 March 15, 2018 167,969 April 2, 2018 May 24, 2018 0.5875 June 15, 2018 168,078 July 2, 2018 At The Market (ATM) Equity Program As described in greater detail in Note 13 to Notes to Consolidated Financial Statements included in our Annual Report, we entered into a distribution agreement (the “Distribution Agreement”) with a syndicate of 10 banks (the “Agents”) pursuant to which we may sell, from time to time, up to an aggregate sales price of $500,000 of our common stock through the Agents (the “At The Market (ATM) Equity Program”). There were no shares of common stock sold under the At The Market (ATM) Equity Program during the three months ended June 30, 2018. During the six months ended June 30, 2018 under the At The Market (ATM) Equity Program, we sold an aggregate of 273,486 shares of common stock for gross proceeds of approximately $8,800 , generating net proceeds of $8,716 , after deducting commissions of $90 . As of June 30, 2018 the remaining aggregate sale price of shares of our common stock available for distribution under the At The Market (ATM) Equity Program was approximately $431,200 . Equity Offering On December 12, 2017, we entered into an underwriting agreement (the "Underwriting Agreement") with a syndicate of 16 banks (the “Underwriters”) related to the public offering by us of 14,500,000 shares (the “Firm Shares”) of our common stock (the “Equity Offering”). The offering price to the public for the Equity Offering was $37.00 per share, and we agreed to pay the Underwriters an underwriting commission of $1.38195 per share. The net proceeds to us from the Equity Offering, after deducting underwriters' commissions, was $516,462 . At December 31, 2017, the net proceeds of the Equity Offering, together with the net proceeds from the 5 1 / 4 % Notes, were used to temporarily repay borrowings under our Revolving Credit Facility and invest in money market funds. Pursuant to the Underwriting Agreement, we granted the Underwriters a 30-day option to purchase from us up to an additional 2,175,000 shares of common stock (the “Option Shares”) at the public offering price, less the underwriting commission and less an amount per share equal to any dividends or distributions declared by us and payable on the Firm Shares but not payable on the Option Shares (the “Over-Allotment Option"). On January 10, 2018, the Underwriters exercised the Over-Allotment Option in its entirety. The net proceeds to us from the exercise of the Over-Allotment Option, after deducting underwriters' commissions and the per share value of the dividend we declared on our common stock on October 24, 2017 (for which the record date was December 15, 2017) which was paid on January 2, 2018, was approximately $76,200 . The net proceeds of the Equity Offering and the Over-Allotment Option, together with the net proceeds from the issuance of the 5 1 / 4 % Notes, were used to finance the purchase price of the IODC Transaction, and to pay related fees and expenses. |
Divestments
Divestments | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Divestments | a. Recall Divestments The table below summarizes certain results of operations of the Recall Divestments (as defined in Note 14 to Notes to Consolidated Financial Statements included in our Annual Report) included in discontinued operations for the three and six months ended June 30, 2017 and 2018: Three Months Ended June 30, Six Months Ended Description 2017 2018 2017 2018 (Loss) Income from Discontinued Operations Before (Benefit) Provision for Income Taxes $ (3,049 ) $ (477 ) $ (3,478 ) $ (973 ) (Benefit) Provision for Income Taxes (1,023 ) (117 ) (1,115 ) (151 ) (Loss) Income from Discontinued Operations, Net of Tax $ (2,026 ) $ (360 ) $ (2,363 ) $ (822 ) On May 4, 2016, we completed the Access Sale to Access CIG (each as defined in Note 6 to Notes to Consolidated Financial Statements included in our Annual Report) for total consideration of approximately $80,000 . Of the total consideration, we received $55,000 in cash proceeds at closing and we are entitled to receive up to $25,000 of additional cash proceeds (the “Access Contingent Consideration”). The Access Contingent Consideration is subject to adjustments for customer attrition subsequent to the closing of the Access Sale. We are also subject to potential indemnity obligations as part of the Access Sale. In June 2018, Access CIG sent us a communication asserting that they did not owe any Access Contingent Consideration to us. Access CIG has also made claims for indemnification in unspecified amounts. We are currently evaluating the assertions and claims made by Access CIG, though we expect to vigorously contest certain of their assertions and claims. We have recorded a non-trade receivable related to the Access Contingent Consideration within Prepaid expenses and other in our Condensed Consolidated Balance Sheets as of December 31, 2017 and June 30, 2018 based upon our estimate of the realizable value of the Access Contingent Consideration. Any change to our estimate of the realizable value of the Access Contingent Consideration (either favorable or unfavorable) will be recorded to our Consolidated Statement of Operations as a component of discontinued operations. b. Russia and Ukraine Divestment On May 30, 2017, Iron Mountain EES Holdings Ltd. ("IM EES"), a consolidated subsidiary of IMI, sold its records and information management operations in Russia and Ukraine to OSG Records Management (Europe) Limited (“OSG”) in a stock transaction (the “Russia and Ukraine Divestment”). As consideration for the Russia and Ukraine Divestment, IM EES received a 25% equity interest in OSG (the "OSG Investment"). We have concluded that the Russia and Ukraine Divestment does not meet the criteria to be reported as discontinued operations in our consolidated financial statements, as our decision to divest these businesses does not represent a strategic shift that will have a major effect on our operations and financial results. Accordingly, the revenues and expenses associated with these businesses are presented as a component of income (loss) from continuing operations in our Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2017 and the cash flows associated with these businesses are presented as a component of cash flows from continuing operations in our Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2017. As a result of the Russia and Ukraine Divestment, we recorded a gain on sale of $38,869 to other expense (income), net, during the second quarter of 2017, representing the excess of the fair value of the consideration received over the carrying value of our businesses in Russia and Ukraine. As of the closing date of the Russia and Ukraine Divestment, the fair value of the OSG Investment (as defined in Note 14 to Notes to Consolidated Financial Statements included in our Annual Report) was approximately $18,000 . As of the closing date of the Russia and Ukraine Divestment, the carrying value of our businesses in Russia and Ukraine was a credit balance of $20,869 , which consisted of (i) a credit balance of approximately $29,100 of cumulative translation adjustment associated with our businesses in Russia and Ukraine that was reclassified from accumulated other comprehensive items, net, (ii) the carrying value of the net assets of our businesses in Russia and Ukraine, excluding goodwill, of $4,716 and (iii) $3,515 of goodwill associated with our former Northern and Eastern Europe reporting unit (of which our businesses in Russia and Ukraine were a component of prior to the Russia and Ukraine Divestment), which was allocated, on a relative fair value basis, to our businesses in Russia and Ukraine. We account for the OSG Investment as an equity method investment. As of December 31, 2017 and June 30, 2018, the fair value of the OSG Investment is $17,539 and $17,445 , respectively and is presented as a component of Other within Other assets, net in our Consolidated Balance Sheet. |
Significant Acquisition Costs
Significant Acquisition Costs | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Recall Costs | Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations are as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Cost of sales (excluding depreciation and amortization) $ 5,073 $ 1,827 $ 12,960 $ 2,123 Selling, general and administrative expenses 14,904 8,594 27,588 27,306 Total Significant Acquisition Costs $ 19,977 $ 10,421 $ 40,548 $ 29,429 Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations by segment are as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 North American Records and Information Management Business $ 6,326 $ 3,017 $ 13,625 $ 3,601 North American Data Management Business 938 351 1,683 351 Western European Business 2,131 1,427 5,347 3,579 Other International Business 1,937 896 3,588 1,433 Global Data Center Business — 1,159 — 11,340 Corporate and Other Business 8,645 3,571 16,305 9,125 Total Significant Acquisition Costs $ 19,977 $ 10,421 $ 40,548 $ 29,429 A rollforward of accrued liabilities related to Significant Acquisition Costs on our Condensed Consolidated Balance Sheets as of December 31, 2017 to June 30, 2018 is as follows: Accrual for Significant Acquisition Costs Balance at December 31, 2017 $ 12,622 Amounts accrued 2,437 Change in estimates(1) (64 ) Payments (8,593 ) Currency translation adjustments (7 ) Balance at June 30, 2018(2) $ 6,395 _______________________________________________________________________________ (1) Includes adjustments made to amounts accrued in a prior period. (2) Accrued liabilities related to Significant Acquisition Costs as of June 30, 2018 presented in the table above generally related to employee severance costs and onerous lease liabilities associated with the Recall Transaction. We expect that the majority of these liabilities will be paid in 2018. Additional Significant Acquisition Costs recorded in our Condensed Consolidated Statement of Operations for the three and six months ended June 30, 2018 have either been settled in cash during such periods or are included in our Condensed Consolidated Balance Sheet as of June 30, 2018 as a component of accounts payable. |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents include cash on hand and cash invested in highly liquid short-term securities, which have remaining maturities at the date of purchase of less than 90 days . Cash and cash equivalents are carried at cost, which approximates fair value. |
Revenue Recognition, Policy [Policy Text Block] | Revenues In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU 2014-09. ASU 2014-09 provides guidance for management to reassess revenue recognition as it relates to: (1) transfer of control, (2) variable consideration, (3) allocation of transaction price based on relative standalone selling price, (4) licenses, (5) time value of money, and (6) contract costs. We adopted ASU 2014-09 as of January 1, 2018 using the modified retrospective method for all of our customer contracts, whereby the cumulative effect of applying ASU 2014-09 is recognized at the date of initial application. At January 1, 2018, we recognized the cumulative effect of initially applying ASU 2014-09 as an adjustment to the opening balance of (distributions in excess of earnings) earnings in excess of distributions, resulting in a decrease of $30,233 to stockholders' equity. The reduction of (distribution in excess of earnings) earnings in excess of distributions represents the net effect of (i) the write-off of Free Move Costs, net (which were capitalized and amortized prior to the adoption of ASU 2014-09) based upon the net book value of the Free Move Costs as of December 31, 2017, (ii) the recognition of certain Contract Fulfillment Costs, specifically Intake Costs (each as defined below) and commission assets, (iii) the recognition of deferred revenue associated with Intake Costs billed to our customers (as discussed below), and (iv) the deferred income tax impact of the aforementioned items. As we adopted ASU 2014-09 on a modified retrospective basis, the comparative Condensed Consolidated Balance Sheet as of December 31, 2017, the Condensed Consolidated Statements of Operations and the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2017 and the Condensed Consolidated Statement of Equity and the Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2017 have not been restated to reflect the adoption of ASU 2014-09 and reflect our revenue policies in place at that time, as disclosed in Note 2.l. to Notes to Consolidated Financial Statements included in our Annual Report. Storage rental and service revenues are recognized in the month the respective storage rental or service is provided, and customers are generally billed on a monthly basis on contractually agreed-upon terms. The performance obligation is a series of distinct services (as determined for purposes of ASU 2014-09, a “series”) that have the same pattern of transfer to the customer that is satisfied over time. For those contracts that qualify as a series, we have a right to consideration from the customer in an amount that corresponds directly with the value of the underlying performance obligation transferred to the customer to date. This concept is known as "right to invoice" and we are applying the "right to invoice" practical expedient to all revenues, with the exception of storage revenues in our data center business. For all of our businesses, with the exception of the storage component of our data center business, each purchasing decision is fully in the control of the customer and, therefore, consideration beyond the current reporting period is variable and allocated to the specific period, which is consistent with the practical expedient above. Our data center business features storage rental provided to the customer at contractually specified rates over a fixed contractual period. The storage rental revenue related to the storage component of our data center business is recognized on a straight-line basis over the contract term. The revenue related to the service component of our data center business is recognized in the period the data center access or related services are provided. Total data center revenues represent approximately 5% of our total consolidated revenues for the six months ended June 30, 2018. The costs associated with the initial movement of customer records into physical storage and certain commissions are considered costs to obtain or fulfill customer contracts (“Contract Fulfillment Costs”). The following describes each of these Contract Fulfillment Costs recognized under ASU 2014-09: Intake Costs (and associated deferred revenue) Prior to the adoption of ASU 2014-09, intake costs incurred but not charged to a customer to transport records to our facilities (or Free Move Costs, as described in Note 2.b.), which include labor and transportation costs, were capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations. The initial movement of customer records into physical storage must take place prior to initiation of the storage of records and is not considered a separate performance obligation and, therefore, the costs of the initial intake of customer records into physical storage (“Intake Costs”) represent a contract fulfillment cost for the storage of records as the earnings process does not commence until a customer’s records or other assets are in our possession. Accordingly, upon the adoption of ASU 2014-09, all Intake Costs, regardless of whether or not the services associated with such initial moves are billed to the customer or are provided to the customer at no charge, will be deferred and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. Similarly, in instances where such Intake Costs are billed to the customer, the associated revenue will be deferred and recognized over the same three year period. Commissions Prior to the adoption of ASU 2014-09, commissions we paid related to our long-term storage contracts were expensed as incurred. Upon the adoption of ASU 2014-09, certain commission payments that are directly associated with the fulfillment of long-term storage contracts are capitalized and amortized as a component of depreciation and amortization in our Consolidated Statements of Operations over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. Certain direct commission payments associated with contracts with a duration of one year or less are expensed as incurred under the practical expedient which allows an entity to expense as incurred an incremental cost of obtaining a contract if the amortization period of the asset that the entity otherwise would have recognized is one year or less. |
Goodwill and Other Intangible Assets | Finite-lived intangible assets and liabilities i. Customer Relationship Intangible Assets Customer relationship intangible assets, which are acquired through either business combinations or acquisitions of customer relationships, are amortized over periods ranging from 10 to 30 years and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. The value of customer relationship intangible assets is calculated based upon estimates of their fair value. ii. Customer Inducements Prior to the adoption of ASU 2014-09, free intake costs to transport boxes to one of our facilities, which include labor and transportation costs ("Free Move Costs"), were capitalized and amortized over periods ranging from 10 to 30 years. The amortization of Free Move Costs is included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2017. Subsequent to the adoption of ASU 2014-09, Free Move Costs are considered a Contract Fulfillment Cost (as defined in Note 2.c.) and, therefore, are now deferred and amortized over three years, consistent with the transfer of the performance obligation to the customer to which the asset relates. See Note 2.c. for information regarding the accounting for Free Move Costs, which are now a component of Intake Costs (as defined in Note 2.c.), following the adoption of ASU 2014-09. Payments that are made to a customer's current records management vendor in order to terminate the customer's existing contract with that vendor, or direct payments to a customer ("Permanent Withdrawal Fees"), are amortized over periods ranging from 5 to 15 years and are included in storage and service revenue in the accompanying Condensed Consolidated Statements of Operations. Our accounting for Permanent Withdrawal Fees did not change as a result of the adoption of ASU 2014-09. Free Move Costs (prior to the adoption of ASU 2014-09) and Permanent Withdrawal Fees are collectively referred to as "Customer Inducements". If the customer terminates its relationship with us, the unamortized carrying value of the Customer Inducement intangible asset is charged to expense or revenue. However, in the event of such termination, we generally collect, and record as income, permanent removal fees that generally equal or exceed the amount of the unamortized Customer Inducement intangible asset. iii. Data Center Intangible Assets and Liabilities Finite-lived intangible assets associated with our data center business consist of the following: Data Center In-Place Lease Intangible Assets and Data Center Tenant Relationship Intangible Assets Data Center In-Place Lease Intangible Assets (“Data Center In-Place Leases”) and Data Center Tenant Relationship Intangible Assets (“Data Center Tenant Relationships") are acquired through either business combinations or asset acquisitions in our data center business. These intangible assets reflect the value associated with acquiring a data center operation with active tenants as of the date of acquisition. The value of Data Center In-Place Leases is determined based upon an estimate of the economic costs (such as lost revenues and unreimbursed operating expenses during the lease-up period, tenant improvement costs, commissions, legal expenses and other costs to acquire new data center leases) avoided by acquiring a data center operation with active tenants that would have otherwise been incurred if the data center operation was purchased vacant. Data Center In-Place Leases are amortized over the weighted average remaining term of the acquired data center leases and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. The value of Data Center Tenant Relationships is determined based upon an estimate of the economic costs avoided upon lease renewal of the acquired tenants, based upon expectations of lease renewal. Data Center Tenant Relationships are amortized over the weighted average remaining anticipated life of the relationship with the acquired tenant and are included in depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations. Data Center In-Place Leases and Data Center Tenant Relationships are included in Customer relationships, customer inducements and data center lease-based intangibles in the accompanying Condensed Consolidated Balance Sheets. Data Center Above-Market and Below-Market In-Place Lease Intangible Assets Data Center Above-Market In-Place Lease Intangible Assets (“Data Center Above-Market Leases”) and Data Center Below-Market In-Place Lease Intangible Assets (“Data Center Below-Market Leases”) are acquired through either business combinations or asset acquisitions in our data center business. We record Data Center Above-Market Leases and Data Center Below-Market Leases at the net present value of the difference between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) management’s estimate of the fair market lease rates for each corresponding in-place lease. Data Center Above-Market Leases and Data Center Below-Market Leases are amortized over the remaining non-cancellable term of the acquired in-place lease to storage revenue in the accompanying Condensed Consolidated Statements of Operations. Data Center Above-Market Leases are included in Customer relationships, customer inducements and data center lease-based intangibles in the accompanying Condensed Consolidated Balance Sheets. Data Center Below-Market Leases are included in Other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets. |
Stock-Based Compensation | Stock-Based Compensation We record stock-based compensation expense, utilizing the straight-line method, for the cost of stock options, restricted stock units ("RSUs"), performance units ("PUs") and shares of stock issued under our employee stock purchase plan ("ESPP") (together, "Employee Stock-Based Awards"). Under our various equity compensation plans, we may also make awards of PUs. For the majority of outstanding PUs, the number of PUs earned is determined based on our performance against predefined targets of revenue and return on invested capital ("ROIC") and, beginning with PUs granted in 2018, Adjusted EBITDA (as defined in Note 7). The number of PUs earned may range from 0% to 200% of the initial award. The number of PUs earned is determined based on our actual performance as compared to the targets at the end of a three -year performance period. Certain PUs that we grant will be earned based on a market condition associated with the total return on our common stock in relation to either (i) a subset of the Standard & Poor's 500 Index (for certain PUs granted prior to 2017), or (ii) the MSCI United States REIT Index (for certain PUs granted in 2017 and thereafter), rather than the revenue, ROIC and Adjusted EBITDA targets noted above. The number of PUs earned based on the applicable market condition may range from 0% to 200% of the initial award. The majority of our PUs are earned based on our performance against revenue, ROIC and, beginning with PUs granted in 2018, Adjusted EBITDA targets during their applicable performance period; therefore, we forecast the likelihood of achieving the predefined revenue, ROIC and Adjusted EBITDA targets in order to calculate the expected PUs to be earned. We record a compensation charge based on either the forecasted PUs to be earned (during the performance period) or the actual PUs earned (at the three-year anniversary of the grant date) over the vesting period for each of the awards. The fair value of PUs based on our performance against revenue, ROIC and Adjusted EBITDA targets is the excess of the market price of our common stock at the date of grant over the purchase price (which is typically zero). For PUs earned based on a market condition, we utilize a Monte Carlo simulation to fair value these awards at the date of grant, and such fair value is expensed over the three-year performance period. |
Income (Loss) Per Share-Basic and Diluted | Income (Loss) Per Share—Basic and Diluted Basic income (loss) per common share is calculated by dividing income (loss) by the weighted average number of common shares outstanding. The calculation of diluted income (loss) per share is consistent with that of basic income (loss) per share but gives effect to all potential common shares (that is, securities such as stock options, RSUs or PUs) that were outstanding during the period, unless the effect is antidilutive. |
Income Taxes | We provide for income taxes during interim periods based on our estimate of the effective tax rate for the year. Our estimate of the effective tax rate for the year ending December 31, 2018 reflects the impact of the Tax Reform Legislation (as defined below). Discrete items and changes in our estimate of the annual effective tax rate are recorded in the period they occur. Our effective tax rate is subject to variability in the future due to, among other items: (1) changes in the mix of income between our qualified REIT subsidiaries ("QRSs") and our domestic taxable REIT subsidiaries ("TRSs"), as well as among the jurisdictions in which we operate; (2) tax law changes; (3) volatility in foreign exchange gains and losses; (4) the timing of the establishment and reversal of tax reserves; and (5) our ability to utilize net operating losses that we generate. |
Fair Value Measurements | Fair Value Measurements Our financial assets or liabilities that are carried at fair value are required to be measured using inputs from the three levels of the fair value hierarchy. A financial asset or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The three levels of the fair value hierarchy are as follows: Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3—Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability. |
New Accounting Pronouncements | New Accounting Pronouncements Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09. We adopted ASU 2014-09 on January 1, 2018 using the modified retrospective method. See Note 2.c. for information regarding the impact of the adoption of ASU 2014-09 on our consolidated financial statements. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ("ASU 2016-01"). ASU 2016-01 requires that most equity investments be measured at fair value, with subsequent changes in fair value recognized in net income, while eliminating the available-for-sale classification for equity securities with readily determinable fair values and the cost method for equity investments without readily determinable fair values. ASU 2016-01 also impacts financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. We adopted ASU 2016-01 on January 1, 2018. ASU 2016-01 did not have an impact on our consolidated financial statements. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities ("ASU 2017-12"). ASU 2017-12 amends the hedge accounting recognition and presentation requirements as outlined in Accounting Standards Codification Topic 815 with the objective of improving the financial reporting of hedging relationships to better portray the economic results of an entity’s risk management activities in its financial statements and enhance the transparency and understandability of hedge transactions. In addition, ASU 2017-12 simplifies the application of the hedge accounting guidance. We adopted ASU 2017-12 on January 1, 2018. ASU 2017-12 did not have a material impact on our consolidated financial statements. Other As Yet Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) ("ASU 2016-02"). ASU 2016-02 will require lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. ASU 2016-02 also will require certain qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 will be effective for us on January 1, 2019. We have established a cross functional project team responsible for the assessment and implementation of ASU 2016-02. We have also entered into an agreement for the use of a lease accounting software solution that will support us in meeting the accounting and reporting requirements specific to ASU 2016-02. We are currently evaluating the impact ASU 2016-02 will have on our consolidated financial statements. |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The Contract Fulfillment Costs recorded as a result of the adoption of ASU 2014-09 as of January 1, 2018 and June 30, 2018 are as follows: January 1, 2018 (Date of Adoption of ASU 2014-09) June 30, 2018 Description Location in Balance Sheet Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Commissions asset Other (within Other Assets, Net) $ 42,072 $ (21,173 ) $ 20,899 $ 48,833 $ (28,355 ) $ 20,478 Intake Costs asset Other (within Other Assets, Net) 31,604 (14,954 ) 16,650 35,643 (20,135 ) 15,508 The following table presents certain components of our Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2018 as reported and as if we had not adopted ASU 2014-09 on January 1, 2018: Three Months Ended June 30, 2018 Six Months Ended June 30, 2018 As Reported If ASU 2014-09 was not adopted As Reported If ASU 2014-09 was not adopted Revenues $ 1,060,823 $ 1,057,608 $ 2,103,281 $ 2,098,872 Operating Income $ 203,359 $ 201,664 $ 367,918 $ 366,983 Income from Continuing Operations $ 93,903 $ 92,208 $ 139,517 $ 138,582 Per Share Income from Continuing Operations - Basic $ 0.33 $ 0.32 $ 0.49 $ 0.48 Per Share Income from Continuing Operations - Diluted $ 0.33 $ 0.32 $ 0.49 $ 0.48 Deferred revenue liabilities associated with billed Intake Costs recorded as a result of the adoption of ASU 2014-09 as of January 1, 2018 and June 30, 2018 are as follows: Description Location in Balance Sheet January 1, 2018 (Date of Adoption of ASU 2014-09) June 30, 2018 Deferred revenue - Current Deferred revenue $ 9,671 $ 10,140 Deferred revenue - Long-term Other Long-term Liabilities 9,877 7,467 |
Schedule of amortization expense associated with commissions asset and Intake Costs | Amortization expense associated with the commissions asset and Intake Costs asset for the three and six months ended June 30, 2018 are as follows: Three Month Ended June 30, 2018 Six Months Ended June 30, 2018 Commissions asset $ 3,793 $ 7,380 Intake Costs asset 2,891 5,621 |
Schedule of changes in the carrying value of goodwill attributable to each reportable operating segment | The changes in the carrying value of goodwill attributable to each reportable operating segment for the six months ended June 30, 2018 are as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate and Other Business Total Gross Balance as of December 31, 2017 $ 2,474,829 $ 551,726 $ 453,537 $ 846,721 $ — $ 60,048 $ 4,386,861 Non-deductible goodwill acquired during the year — — — 5,330 443,368 — 448,698 Fair value and other adjustments(1) (376 ) — — 7,797 — 4,704 12,125 Currency effects (9,257 ) (2,527 ) (9,353 ) (43,373 ) (2 ) (590 ) (65,102 ) Gross Balance as of June 30, 2018 $ 2,465,196 $ 549,199 $ 444,184 $ 816,475 $ 443,366 $ 64,162 $ 4,782,582 Accumulated Amortization Balance as of December 31, 2017 $ 205,383 $ 53,875 $ 57,048 $ 288 $ — $ — $ 316,594 Currency effects (327 ) (82 ) (237 ) — — — (646 ) Accumulated Amortization Balance as of June 30, 2018 $ 205,056 $ 53,793 $ 56,811 $ 288 $ — $ — $ 315,948 Net Balance as of December 31, 2017 $ 2,269,446 $ 497,851 $ 396,489 $ 846,433 $ — $ 60,048 $ 4,070,267 Net Balance as of June 30, 2018 $ 2,260,140 $ 495,406 $ 387,373 $ 816,187 $ 443,366 $ 64,162 $ 4,466,634 Accumulated Goodwill Impairment Balance as of December 31, 2017 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 Accumulated Goodwill Impairment Balance as of June 30, 2018 $ 85,909 $ — $ 46,500 $ — $ — $ 3,011 $ 135,420 _______________________________________________________________________________ (1) Total fair value and other adjustments include $12,125 in net adjustments primarily related to property, plant and equipment, customer relationship intangible assets and deferred income taxes and other liabilities. |
Components of amortizable intangible assets | The components of our finite-lived intangible assets related to customer relationship value, customer inducements and data center lease-based intangible assets and liabilities as of December 31, 2017 and June 30, 2018 are as follows: December 31, 2017 June 30, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Assets: Customer relationship intangible assets $ 1,704,105 $ (395,278 ) $ 1,308,827 $ 1,690,147 $ (436,076 ) $ 1,254,071 Customer inducements(1) 140,030 (66,981 ) 73,049 57,555 (35,430 ) 22,125 Data center lease-based intangible assets(2) 19,314 (643 ) 18,671 276,936 (22,583 ) 254,353 $ 1,863,449 $ (462,902 ) $ 1,400,547 $ 2,024,638 $ (494,089 ) $ 1,530,549 Liabilities: Data center below-market leases $ — $ — $ — $ 12,338 $ (761 ) $ 11,577 _______________________________________________________________________________ (1) The gross carrying amount, accumulated amortization and net carrying amount of customer inducements as of December 31, 2017 includes Free Move Costs, which were capitalized as Customer Inducements prior to the adoption of ASU 2014-09. Subsequent to the adoption of ASU 2014-09, Free Move Costs are considered Contract Fulfillment Costs and Customer Inducements consist exclusively of Permanent Withdrawal Fees. Contract Fulfillment Costs are included in Other, a component of Other Assets, Net, in the accompanying Condensed Consolidated Balance Sheet as of June 30, 2018. See Note 2.c. for information regarding Contract Fulfillment Costs included in our Condensed Consolidated Balance Sheet as of June 30, 2018. (2) Includes Data Center In-Place Leases, Data Center Tenant Relationships and Data Center Above-Market Leases. The other finite-lived intangible assets as of December 31, 2017 and June 30, 2018 are as follows: December 31, 2017 June 30, 2018 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Other finite-lived intangible assets (included in other assets, net) $ 20,929 $ (10,728 ) $ 10,201 $ 20,365 $ (12,611 ) $ 7,754 |
Schedule of amortization expenses | Amortization expense associated with finite-lived intangible assets, revenue reduction associated with the amortization of Permanent Withdrawal Fees and net revenue reduction associated with the amortization of Data Center Above-Market Leases and Data Center Below-Market Leases for the three and six months ended June 30, 2017 and 2018 are as follows: Three Months Ended June 30, Six Months Ended 2017 2018 2017 2018 Amortization expense included in depreciation and amortization associated with: Customer relationship and customer inducement intangible assets $ 24,611 $ 28,813 $ 47,410 $ 57,619 Data center in-place leases and tenant relationships — 7,563 — 18,401 Other finite-lived intangible assets 1,173 1,659 3,489 2,844 Revenue reduction associated with amortization of: Permanent withdrawal fees $ 2,748 $ 2,968 $ 5,906 $ 5,553 Data center above-market leases and data center below-market leases — 1,293 — 2,372 |
Stock-based compensation expense for Employee Stock-Based Awards related to continuing operations | Stock-based compensation expense for Employee Stock-Based Awards included in the accompanying Condensed Consolidated Statements of Operations is as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Cost of sales (excluding depreciation and amortization) $ 27 $ 29 $ 55 $ 58 Selling, general and administrative expenses 8,516 8,660 15,037 16,015 Total stock-based compensation $ 8,543 $ 8,689 $ 15,092 $ 16,073 |
Summary of stock option activity | A summary of stock option activity for the six months ended June 30, 2018 is as follows: Stock Options Outstanding at December 31, 2017 3,671,740 Granted 846,517 Exercised (118,304 ) Forfeited (23,334 ) Expired (4,260 ) Outstanding at June 30, 2018 4,372,359 Options exercisable at June 30, 2018 2,409,054 Options expected to vest 1,844,046 |
Summary of restricted stock and RSU activity | The fair value of RSUs vested during the three and six months ended June 30, 2017 and 2018 is as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Fair value of RSUs vested $ 2,047 $ 676 $ 16,073 $ 16,006 A summary of RSU activity for the six months ended June 30, 2018 is as follows: RSUs Non-vested at December 31, 2017 1,071,469 Granted 701,259 Vested (455,224 ) Forfeited (53,080 ) Non-vested at June 30, 2018 1,264,424 |
Schedule of performance units | The fair value of earned PUs that vested during the three and six months ended June 30, 2017 and 2018 is as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Fair value of earned PUs that vested $ — $ — $ 905 $ 3,033 |
Summary of Performance Unit (PU) activity | A summary of PU activity for the six months ended June 30, 2018 is as follows: Original PU Adjustment(1) Total Non-vested at December 31, 2017 717,878 (250,067 ) 467,811 Granted 353,507 — 353,507 Vested (79,121 ) — (79,121 ) Forfeited/Performance or Market Conditions Not Achieved (12,368 ) (49,881 ) (62,249 ) Non-vested at June 30, 2018 979,896 (299,948 ) 679,948 _______________________________________________________________________________ (1) Represents an increase or decrease in the number of original PUs awarded based on either the final performance criteria or market condition achievement at the end of the performance period of such PUs or a change in estimated awards based on the forecasted performance against the predefined targets. |
Calculation of basic and diluted net income (loss) per share attributable to the entity | The calculation of basic and diluted income (loss) per share for the three and six months ended June 30, 2017 and 2018 is as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Income (loss) from continuing operations $ 83,148 $ 93,903 $ 141,992 $ 139,517 Less: Net income (loss) attributable to noncontrolling interests 2,492 142 2,874 610 Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation) $ 80,656 $ 93,761 $ 139,118 $ 138,907 (Loss) income from discontinued operations, net of tax $ (2,026 ) $ (360 ) $ (2,363 ) $ (822 ) Net income (loss) attributable to Iron Mountain Incorporated $ 78,630 $ 93,401 $ 136,755 $ 138,085 Weighted-average shares—basic 264,217,000 285,984,000 264,036,000 285,622,000 Effect of dilutive potential stock options 395,044 237,708 428,403 243,636 Effect of dilutive potential RSUs and PUs 318,375 347,543 405,640 415,929 Weighted-average shares—diluted 264,930,419 286,569,251 264,870,043 286,281,565 Earnings (losses) per share—basic: Income (loss) from continuing operations $ 0.31 $ 0.33 $ 0.53 $ 0.49 (Loss) income from discontinued operations, net of tax (0.01 ) — (0.01 ) — Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.30 $ 0.33 $ 0.52 $ 0.48 Earnings (losses) per share—diluted: Income (loss) from continuing operations $ 0.30 $ 0.33 $ 0.53 $ 0.49 (Loss) income from discontinued operations, net of tax (0.01 ) — (0.01 ) — Net income (loss) attributable to Iron Mountain Incorporated(1) $ 0.30 $ 0.33 $ 0.52 $ 0.48 Antidilutive stock options, RSUs and PUs, excluded from the calculation 2,701,129 3,272,502 2,597,692 3,257,322 _______________________________________________________________________________ (1) Columns may not foot due to rounding. |
Assets and liabilities carried at fair value measured on a recurring basis | The assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2017 and June 30, 2018 , respectively, are as follows: Fair Value Measurements at Description Total Carrying Value at December 31, 2017 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Money Market Funds(1) $ 585,000 $ — $ 585,000 $ — Time Deposits(1) 24,482 — 24,482 — Trading Securities 11,784 11,279 (2) 505 (3) — Derivative Assets(4) 1,579 — 1,579 — Derivative Liabilities(4) 2,329 — 2,329 — Fair Value Measurements at Description Total Carrying Value at June 30, 2018 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Time Deposits(1) $ 5,759 $ — $ 5,759 $ — Trading Securities 11,265 10,529 (2) 736 (3) — Derivative Assets(4) 318 — 318 — Derivative Liabilities(4) 3,413 — 3,413 — Interest Rate Swap Agreements Assets(5) 2,203 — 2,203 — _______________________________________________________________________________ (1) Money market funds and time deposits are measured based on quoted prices for similar assets and/or subsequent transactions. At December 31, 2017, we had money market funds with 12 "Triple A" rated money market funds and time deposits with seven global banks. At June 30, 2018, we had no money market funds and time deposits with seven global banks. (2) Certain trading securities are measured at fair value using quoted market prices. (3) Certain trading securities are measured based on inputs other than quoted market prices that are observable. (4) Derivative assets and liabilities relate to short-term (six months or less) foreign currency contracts that we have entered into to hedge certain of our foreign exchange intercompany exposures, as more fully disclosed in Note 3. We calculate the value of such forward contracts by adjusting the spot rate utilized at the balance sheet date for translation purposes by an estimate of the forward points observed in active markets. (5) We have entered into interest rate swap agreements to hedge certain of our interest rate exposures, as more fully disclosed in Note 3. The interest rate swap agreements are designated as cash flow hedges and are measured based on inputs other than quoted market prices that are observable. |
Schedule of changes in accumulated other comprehensive items, net | The changes in accumulated other comprehensive items, net for the three and six months ended June 30, 2017 , respectively, are as follows: Three Months Ended June 30, 2017 Six Months Ended June 30, 2017 Foreign Total Foreign Total Beginning of Period $ (161,239 ) $ (161,239 ) $ (212,573 ) $ (212,573 ) Other comprehensive income (loss): Foreign currency translation adjustments(1) 7,649 7,649 58,983 58,983 Total other comprehensive income (loss) 7,649 7,649 58,983 58,983 Balance as of June 30, 2017 $ (153,590 ) $ (153,590 ) $ (153,590 ) $ (153,590 ) ______________________________________________________________ (1) During the three and six months ended June 30, 2017, approximately $29,100 of cumulative translation adjustments associated with our businesses in Russia and Ukraine was reclassified from accumulated other comprehensive items, net and was included in the gain on sale associated with the Russia and Ukraine Divestment (as defined and discussed more fully in Note 10). The changes in accumulated other comprehensive items, net for the three and six months ended June 30, 2018, respectively, are as follows: Three Months Ended June 30, 2018 Six Months Ended June 30, 2018 Foreign Fair Value Adjustments for Interest Rate Swap Agreements Total Foreign Fair Value Adjustments for Interest Rate Swap Agreements Total Beginning of Period $ (73,897 ) $ (185 ) $ (74,082 ) $ (103,989 ) $ — $ (103,989 ) Other comprehensive (loss) income: Foreign currency translation adjustments (135,756 ) — (135,756 ) (105,664 ) — (105,664 ) Fair value adjustments for interest rate swap agreements — 2,388 2,388 — 2,203 2,203 Total other comprehensive (loss) income (135,756 ) 2,388 (133,368 ) (105,664 ) 2,203 (103,461 ) Balance as of June 30, 2018 $ (209,653 ) $ 2,203 $ (207,450 ) $ (209,653 ) $ 2,203 $ (207,450 ) |
Other expense (income), net | Other (income) expense, net for the three and six months ended June 30, 2017 and 2018 consists of the following: Three Months Ended Six Months Ended 2017 2018 2017 2018 Foreign currency transaction losses (gains), net $ 20,199 $ (18,624 ) $ 16,035 $ 3,161 Other, net (39,565 ) (432 ) (41,765 ) (2,066 ) $ (19,366 ) $ (19,056 ) $ (25,730 ) $ 1,095 |
Derivative Instruments and He23
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | Net cash receipts (payments) included in cash from operating activities related to settlements associated with foreign currency forward contracts for the three and six months ended June 30, 2017 and 2018 are as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Net cash receipts (payments) $ 893 $ (7,554 ) $ 893 $ (1,211 ) |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | Our policy is to record the fair value of each derivative instrument on a gross basis. The following table provides the fair value of our derivative instruments not designated as hedging instruments as of December 31, 2017 and June 30, 2018: Derivatives Not Designated as Hedging Instruments Balance Sheet Location December 31, 2017 June 30, 2018 Derivative assets Prepaid expenses and other $ 1,579 $ 318 Derivative liabilities Accrued expenses 2,329 3,413 |
Derivative Instruments, Gain (Loss) [Table Text Block] | (Gains) losses for our derivative instruments not recognized as hedging instruments for the three and six months ended June 30, 2017 and 2018 are as follows: Three Months Ended Six Months Ended Derivatives Not Designated as Hedging Instruments Location of Loss (Gain) Recognized in Income on Derivative 2017 2018 2017 2018 Foreign exchange contracts Other (income) expense, net $ — $ 9,547 $ — $ 3,556 |
Foreign exchange gains related to currency translation adjustments | As a result, we recorded the following foreign exchange (losses) gains related to the change in fair value of such debt due to currency translation adjustments, which is a component of accumulated other comprehensive items, net: Three Months Ended Six Months Ended 2017 2018 2017 2018 Foreign exchange (losses) gains $ (7,076 ) $ 10,257 $ (8,148 ) $ 4,622 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Business Acquisition, Pro Forma Information | Three Months Ended June 30, Six Months Ended June 30, 2017 2018 2017 2018 Total Revenues $ 983,723 $ 1,060,823 $ 1,957,480 $ 2,106,752 Income from Continuing Operations $ 76,085 $ 94,242 $ 93,516 $ 149,423 Per Share Income from Continuing Operations - Basic $ 0.26 $ 0.33 $ 0.32 $ 0.52 Per Share Income from Continuing Operations - Diluted $ 0.26 $ 0.33 $ 0.32 $ 0.52 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | A summary of the cumulative consideration paid and the preliminary allocation of the purchase price paid for all of our 2018 acquisitions through June 30, 2018 is as follows: IODC Transaction Other Fiscal Year 2018 Acquisitions (excluding IODC) Total Cash Paid (gross of cash acquired)(1) $ 1,347,046 $ 347,357 $ 1,694,403 Purchase Price Holdbacks and Other — 26,089 26,089 Total Consideration 1,347,046 373,446 1,720,492 Fair Value of Identifiable Assets Acquired: Cash 34,227 484 34,711 Accounts Receivable and Prepaid Expenses 7,070 3,354 10,424 Property, Plant and Equipment(2) 863,027 195,470 1,058,497 Customer Relationship Intangible Assets — 7,254 7,254 Data Center In-Place Leases 104,340 32,091 136,431 Data Center Tenant Relationships 77,362 18,410 95,772 Data Center Above-Market Leases 16,439 2,381 18,820 Other Assets — 273 273 Debt Assumed — (19,941 ) (19,941 ) Accounts Payable, Accrued Expenses and Other Liabilities (23,198 ) (2,197 ) (25,395 ) Deferred Income Taxes — (31,761 ) (31,761 ) Data Center Below-Market Leases (11,421 ) (694 ) (12,115 ) Other Liabilities — (1,176 ) (1,176 ) Total Fair Value of Identifiable Net Assets Acquired 1,067,846 203,948 1,271,794 Goodwill Initially Recorded(3) $ 279,200 $ 169,498 $ 448,698 _______________________________________________________________________________ (1) Included in cash paid for acquisitions in the Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2018 is net cash acquired of $34,711 and contingent and other payments, net of $7,177 related to acquisitions made in previous years. The cash paid for the Accrued Purchase Price for the Santa Fe China Transaction is included in cash flows from financing activities (as a component of repayment of revolving credit, term loan and bridge facilities and other debt) in the Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 2018. (2) Consists primarily of building, building improvements, leasehold improvements, data center infrastructure, racking structures and warehouse equipment. These assets are depreciated using the straight-line method with the useful lives as noted in Note 2.g. to Notes to Consolidated Financial Statements included in our Annual Report. (3) The goodwill associated with acquisitions is primarily attributable to the assembled workforce, expanded market opportunities and costs and other operating synergies anticipated upon the integration of the operations of us and the acquired businesses. |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of carrying amount and fair value of long-term debt instruments | Long-term debt is as follows: December 31, 2017 June 30, 2018 Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Debt (inclusive of discount) Unamortized Deferred Financing Costs Carrying Amount Fair Revolving Credit Facility(1) $ 466,593 $ (14,407 ) $ 452,186 $ 466,593 $ 828,567 $ (15,617 ) $ 812,950 $ 828,567 Term Loan A(1) 243,750 — 243,750 243,750 246,875 — 246,875 246,875 Term Loan B(2) — — — — 696,556 (9,367 ) 687,189 686,031 Australian Dollar Term Loan (the "AUD Term Loan")(3) 187,504 (3,382 ) 184,122 189,049 248,670 (3,433 ) 245,237 250,681 4 3 / 8 % Senior Notes due 2021 (the "4 3 / 8 % Notes")(4)(5) 500,000 (5,874 ) 494,126 507,500 500,000 (5,015 ) 494,985 496,250 6% Senior Notes due 2023 (the "6% Notes due 2023")(4) 600,000 (6,224 ) 593,776 625,500 600,000 (5,675 ) 594,325 613,500 5 3 / 8 % CAD Senior Notes due 2023 (the "CAD Notes due 2023")(5)(6) 199,171 (3,295 ) 195,876 208,631 190,330 (2,875 ) 187,455 191,519 5 3 / 4 % Senior Subordinated Notes due 2024 (the "5 3 / 4 % Notes")(4) 1,000,000 (9,156 ) 990,844 1,012,500 1,000,000 (8,469 ) 991,531 980,000 3% Euro Senior Notes due 2025 (the "Euro Notes")(4)(5) 359,386 (4,691 ) 354,695 364,776 350,508 (4,419 ) 346,089 346,582 3 7 / 8 % GBP Senior Notes due 2025 (the "GBP Notes due 2025")(5) 539,702 (7,718 ) 531,984 527,559 528,296 (7,104 ) 521,192 499,240 5 3 / 8 % Senior Notes due 2026 (the "5 3 / 8 % Notes")(5) 250,000 (3,615 ) 246,385 256,875 250,000 (3,400 ) 246,600 238,125 4 7 / 8 % Senior Notes due 2027 (the "4 7 / 8 % Notes")(4)(5) 1,000,000 (13,866 ) 986,134 1,000,000 1,000,000 (13,153 ) 986,847 921,250 5 1 / 4 % Senior Notes due 2028 (the "5 1 / 4 % Notes")(4)(5) 825,000 (11,817 ) 813,183 826,031 825,000 (11,511 ) 813,489 767,250 Real Estate Mortgages, Capital Leases and Other 649,432 (566 ) 648,866 649,432 614,145 (316 ) 613,829 614,145 Accounts Receivable Securitization Program(7) 258,973 (356 ) 258,617 258,973 248,473 (287 ) 248,186 248,473 Mortgage Securitization Program(8) 50,000 (1,273 ) 48,727 50,000 50,000 (1,200 ) 48,800 50,000 Total Long-term Debt 7,129,511 (86,240 ) 7,043,271 8,177,420 — (91,841 ) 8,085,579 Less Current Portion (146,300 ) — (146,300 ) (123,818 ) — (123,818 ) Long-term Debt, Net of Current Portion $ 6,983,211 $ (86,240 ) $ 6,896,971 $ 8,053,602 $ (91,841 ) $ 7,961,761 ______________________________________________________________ (1) Collectively, as amended as described below, the "Credit Agreement". Of the $828,567 of outstanding borrowings under the Revolving Credit Facility, 618,300 was denominated in United States dollars, 135,000 was denominated in Canadian dollars and 92,000 was denominated in Euros. In addition, we also had various outstanding letters of credit totaling $54,638 . The remaining amount available for borrowing under the Revolving Credit Facility as of June 30, 2018 was $866,795 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 3.5% as of June 30, 2018 . The average interest rate in effect under the Revolving Credit Facility as of June 30, 2018 was 3.5% and ranged from 1.8% to 5.8% and the interest rate in effect under the Term Loan A as of June 30, 2018 was 3.8% . (2) Interest rate in effect as of June 30, 2018 was 3.8% . The amount of debt for the Term Loan B (as defined below) reflects an unamortized original issue discount of $1,694 as of June 30, 2018. (3) Interest rate in effect as of June 30, 2018 was 6.0% . We had 338,438 Australian dollars outstanding on the AUD Term Loan as of June 30, 2018. The amount of debt for the AUD Term Loan reflects an unamortized original issue discount of $1,545 and $2,011 as of December 31, 2017 and June 30, 2018, respectively. (4) Collectively, the "Parent Notes". (5) Collectively, the "Unregistered Notes". (6) Together, with our previously outstanding 6 1 / 8 % CAD Senior Notes due 2021 (the "CAD Notes due 2021"), the "CAD Notes". (7) Interest rate in effect as of June 30, 2018 was 3.0% . (8) Interest rate in effect as of June 30, 2018 was 3.5% . |
Schedule of Leverage and Fixed Charge Ratios | Our leverage and fixed charge coverage ratios under the Credit Agreement as of December 31, 2017 and June 30, 2018, as well as our leverage ratio under our indentures as of December 31, 2017 and June 30, 2018 are as follows: December 31, 2017 June 30, 2018 Maximum/Minimum Allowable Net total lease adjusted leverage ratio 5.0 5.6 Maximum allowable of 6.5 Net secured debt lease adjusted leverage ratio 1.6 2.5 Maximum allowable of 4.0 Bond leverage ratio (not lease adjusted) 5.8 5.7 Maximum allowable of 6.5-7.0(1)(2) Fixed charge coverage ratio 2.1 2.3 Minimum allowable of 1.5 ______________________________________________________________ (1) The maximum allowable leverage ratio under our indentures for the 4 7 / 8 % Notes, the GBP Notes due 2025 and the 5 1 / 4 % Notes is 7.0 , while the maximum allowable leverage ratio under the indentures pertaining to our remaining senior and senior subordinated notes is 6.5 . In certain instances as provided in our indentures, we have the ability to incur additional indebtedness that would result in our bond leverage ratio exceeding the maximum allowable ratio under our indentures and still remain in compliance with the covenant. (2) At December 31, 2017, a portion of the net proceeds from the 5 1 / 4 % Notes, together with a portion of the net proceeds of the Equity Offering (as defined in Note 9), were used to temporarily repay approximately $807,000 of outstanding indebtedness under our Revolving Credit Facility until the closing of the IODC Transaction, which occurred on January 10, 2018. The bond leverage ratio at December 31, 2017 is calculated based on our outstanding indebtedness at this date, which reflects the temporary payment of the Revolving Credit Facility. |
Selected Consolidated Financi26
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors | |
Schedule of selected consolidated Balance sheet statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONSOLIDATED BALANCE SHEETS December 31, 2017 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 2,433 $ 634,317 $ 383,675 $ (94,726 ) $ 925,699 Accounts receivable — 32,972 802,770 — 835,742 Intercompany receivable 332,293 149,731 — (482,024 ) — Prepaid expenses and other 1,579 103,643 83,681 (29 ) 188,874 Total Current Assets 336,305 920,663 1,270,126 (576,779 ) 1,950,315 Property, Plant and Equipment, Net 316 2,030,875 1,386,488 — 3,417,679 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 4,578,995 — — (4,578,995 ) — Investment in subsidiaries 1,858,045 885,999 — (2,744,044 ) — Goodwill — 2,577,310 1,492,957 — 4,070,267 Other — 796,913 737,228 — 1,534,141 Total Other Assets, Net 6,437,040 4,260,222 2,230,185 (7,323,039 ) 5,604,408 Total Assets $ 6,773,661 $ 7,211,760 $ 4,886,799 $ (7,899,818 ) $ 10,972,402 Liabilities and Equity Intercompany Payable $ — $ — $ 482,024 $ (482,024 ) $ — Debit Balances Under Cash Pools — 56,233 38,493 (94,726 ) — Current Portion of Long-Term Debt — 54,247 92,082 (29 ) 146,300 Total Other Current Liabilities 235,062 527,549 421,262 — 1,183,873 Long-Term Debt, Net of Current Portion 4,232,759 758,166 1,906,046 — 6,896,971 Long-Term Notes Payable to Affiliates and Intercompany Payable — 4,578,995 — (4,578,995 ) — Other Long-term Liabilities — 113,024 241,974 — 354,998 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests 8,402 — 83,016 — 91,418 Total Iron Mountain Incorporated Stockholders' Equity 2,297,438 1,123,546 1,620,498 (2,744,044 ) 2,297,438 Noncontrolling Interests — — 1,404 — 1,404 Total Equity 2,297,438 1,123,546 1,621,902 (2,744,044 ) 2,298,842 Total Liabilities and Equity $ 6,773,661 $ 7,211,760 $ 4,886,799 $ (7,899,818 ) $ 10,972,402 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at December 31, 2017 is approximately $38,400 and $62,000 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. CONDENSED CONSOLIDATED BALANCE SHEETS (Continued) June 30, 2018 Parent Guarantors Non- Eliminations Consolidated Assets Current Assets: Cash and cash equivalents(1) $ 62 $ 50,056 $ 227,993 $ (89,919 ) $ 188,192 Accounts receivable — 58,280 808,761 — 867,041 Intercompany receivable — 437,598 — (437,598 ) — Prepaid expenses and other 318 108,078 80,734 (29 ) 189,101 Total Current Assets 380 654,012 1,117,488 (527,546 ) 1,244,334 Property, Plant and Equipment, Net 251 2,939,491 1,466,745 — 4,406,487 Other Assets, Net: Long-term notes receivable from affiliates and intercompany receivable 4,764,133 — — (4,764,133 ) — Investment in subsidiaries 1,892,689 935,316 — (2,828,005 ) — Goodwill — 2,860,920 1,605,714 — 4,466,634 Other 2,203 944,678 748,198 — 1,695,079 Total Other Assets, Net 6,659,025 4,740,914 2,353,912 (7,592,138 ) 6,161,713 Total Assets $ 6,659,656 $ 8,334,417 $ 4,938,145 $ (8,119,684 ) $ 11,812,534 Liabilities and Equity Intercompany Payable $ 114,379 $ — $ 323,219 $ (437,598 ) $ — Debit Balances Under Cash Pools — 48,576 41,343 (89,919 ) — Current Portion of Long-Term Debt — 60,363 63,484 (29 ) 123,818 Total Other Current Liabilities 246,808 532,092 370,385 — 1,149,285 Long-Term Debt, Net of Current Portion 4,227,267 1,637,813 2,096,681 — 7,961,761 Long-Term Notes Payable to Affiliates and Intercompany Payable — 4,764,133 — (4,764,133 ) — Other Long-term Liabilities — 118,575 306,308 — 424,883 Commitments and Contingencies (See Note 8) Redeemable Noncontrolling Interests 15,262 — 80,078 — 95,340 Total Iron Mountain Incorporated Stockholders' Equity 2,055,940 1,172,865 1,655,140 (2,828,005 ) 2,055,940 Noncontrolling Interests — — 1,507 — 1,507 Total Equity 2,055,940 1,172,865 1,656,647 (2,828,005 ) 2,057,447 Total Liabilities and Equity $ 6,659,656 $ 8,334,417 $ 4,938,145 $ (8,119,684 ) $ 11,812,534 ______________________________________________________________ (1) Included within Cash and Cash Equivalents at June 30, 2018 is approximately $42,000 and $50,600 of cash on deposit associated with our Cash Pools for the Guarantors and Non-Guarantors, respectively. |
Schedule of selected consolidated Income statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) Three Months Ended June 30, 2017 Parent Guarantors Canada Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 574,211 $ 47,587 $ 328,008 $ — $ 949,806 Intercompany — 1,141 — 21,649 (22,790 ) — Total Revenues — 575,352 47,587 349,657 (22,790 ) 949,806 Operating Expenses Cost of sales (excluding depreciation and amortization) and Selling, general and administrative 273 389,679 10,585 251,192 — 651,729 Intercompany — 6,590 15,059 1,141 (22,790 ) — Depreciation and amortization 43 75,129 4,309 48,618 — 128,099 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (246 ) 4 26 — (216 ) Total Operating Expenses 316 — 471,152 — 29,957 — 300,977 (22,790 ) 779,612 Operating (Loss) Income (316 ) 104,200 17,630 48,680 — 170,194 Interest Expense (Income), Net 40,377 15,637 (6,035 ) 39,987 — 89,966 Other Expense (Income), Net 339 543 (127 ) (20,121 ) — (19,366 ) (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate (41,032 ) 88,020 23,792 28,814 — 99,594 Provision (Benefit) for Income Taxes — 436 10,010 7,563 — 18,009 Gain on Sale of Real Estate, Net of Tax — — — (1,563 ) — (1,563 ) Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (119,662 ) (29,962 ) (363 ) (13,782 ) 163,769 — Income (Loss) from Continuing Operations 78,630 117,546 14,145 36,596 (163,769 ) 83,148 (Loss) Income from Discontinued Operations — (1,155 ) — (871 ) — (2,026 ) Net Income (Loss) 78,630 116,391 14,145 35,725 (163,769 ) 81,122 Less: Net Income (Loss) Attributable to Noncontrolling Interests — — — 2,492 — 2,492 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 78,630 $ 116,391 $ 14,145 $ 33,233 $ (163,769 ) $ 78,630 Net Income (Loss) $ 78,630 $ 116,391 $ 14,145 $ 35,725 $ (163,769 ) $ 81,122 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments (7,076 ) — 2,704 11,910 — 7,538 Equity in Other Comprehensive Income (Loss) of Subsidiaries 14,725 11,213 970 2,704 (29,612 ) — Total Other Comprehensive Income (Loss) 7,649 11,213 3,674 14,614 (29,612 ) 7,538 Comprehensive Income (Loss) 86,279 127,604 17,819 50,339 (193,381 ) 88,660 Comprehensive Income (Loss) Attributable to Noncontrolling Interests — — — 2,381 — 2,381 Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ 86,279 $ 127,604 $ 17,819 $ 47,958 $ (193,381 ) $ 86,279 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Continued) Three Months Ended June 30, 2018 Parent Guarantors Non- Eliminations Consolidated Revenues: Storage rental and service (excluding intercompany) $ — $ 641,852 $ 418,971 $ — $ 1,060,823 Intercompany — 1,216 4,305 (5,521 ) — Total Revenues — 643,068 423,276 (5,521 ) 1,060,823 Operating Expenses: Cost of sales (excluding depreciation and amortization) and Selling, general and administrative 36 419,099 282,655 — 701,790 Intercompany — 4,305 1,216 (5,521 ) — Depreciation and amortization 32 96,170 60,018 — 156,220 (Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net — (462 ) (84 ) — (546 ) Total Operating Expenses 68 519,112 343,805 (5,521 ) 857,464 Operating (Loss) Income (68 ) 123,956 79,471 — 203,359 Interest Expense (Income), Net 50,313 3,005 48,789 — 102,107 Other Expense (Income), Net 2,767 6,575 (28,398 ) — (19,056 ) (Loss) Income from Continuing Operations Before Provision (Benefit) for Income Taxes (53,148 ) 114,376 59,080 — 120,308 Provision (Benefit) for Income Taxes — 12,509 13,896 — 26,405 Equity in the (Earnings) Losses of Subsidiaries, Net of Tax (146,549 ) (39,711 ) — 186,260 — Income (Loss) from Continuing Operations 93,401 141,578 45,184 (186,260 ) 93,903 (Loss) Income from Discontinued Operations, Net of Tax — (273 ) (87 ) — (360 ) Net Income (Loss) 93,401 141,305 45,097 (186,260 ) 93,543 Less: Net (Loss) Income Attributable to Noncontrolling Interests — — 142 — 142 Net Income (Loss) Attributable to Iron Mountain Incorporated $ 93,401 $ 141,305 $ 44,955 $ (186,260 ) $ 93,401 Net Income (Loss) $ 93,401 $ 141,305 $ 45,097 $ (186,260 ) $ 93,543 Other Comprehensive Income (Loss): Foreign Currency Translation Adjustments 10,257 — (149,429 ) — (139,172 ) Change in fair value of interest rate swap agreements 2,388 — — — 2,388 Equity in Other Comprehensive Income (Loss) of Subsidiaries (146,018 ) (129,860 ) — 275,878 — Total Other Comprehensive Income (Loss) (133,373 ) (129,860 ) (149,429 ) 275,878 (136,784 ) Comprehensive Income (Loss) (39,972 ) 11,445 (104,332 ) 89,618 (43,241 ) Comprehensive (Loss) Income Attributable to Noncontrolling Interests — — (3,274 ) — (3,274 ) Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated $ (39,972 ) $ 11,445 $ (101,058 ) $ 89,618 $ (39,967 ) |
Schedule of selected consolidated cash flow statements of Parent, Guarantors, Canada Company and Non-Guarantors | CONSOLIDATED STATEMENTS OF CASH FLOWS Six Months Ended June 30, 2017 Parent Guarantors Canada Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (81,406 ) $ 305,548 $ 27,976 $ 69,922 $ — $ 322,040 Cash Flows from Operating Activities—Discontinued Operations — (957 ) — (1,406 ) — (2,363 ) Cash Flows from Operating Activities (81,406 ) 304,591 27,976 68,516 — 319,677 Cash Flows from Investing Activities: Capital expenditures — (124,559 ) (4,171 ) (36,477 ) — (165,207 ) Cash paid for acquisitions, net of cash acquired — (6,380 ) — (31,843 ) — (38,223 ) Intercompany loans to subsidiaries (51,119 ) (41,642 ) — (474 ) 93,235 — Investment in subsidiaries (16,170 ) — — — 16,170 — Acquisitions of customer relationships and customer inducements — (26,924 ) (410 ) (1,176 ) — (28,510 ) Net proceeds from Divestments (see Note 10) — — — 2,423 — 2,423 Proceeds from sales of property and equipment and other, net (including real estate) — 12,933 2 (4,388 ) — 8,547 Cash Flows from Investing Activities—Continuing Operations (67,289 ) (186,572 ) (4,579 ) (71,935 ) 109,405 (220,970 ) Cash Flows from Investing Activities—Discontinued Operations — — — — — — Cash Flows from Investing Activities (67,289 ) (186,572 ) (4,579 ) (71,935 ) 109,405 (220,970 ) Cash Flows from Financing Activities: Repayment of revolving credit, term loan facilities and other debt (262,579 ) (3,197,148 ) (51 ) (2,291,638 ) — (5,751,416 ) Proceeds from revolving credit, term loan facilities and other debt 224,660 2,913,810 — 2,355,655 — 5,494,125 Net proceeds from sales of senior notes 332,683 — — — — 332,683 Debit balances (payments) under cash pools — 136,379 — 25,171 (161,550 ) — Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net — — — 10,151 — 10,151 Intercompany loans from parent — 44,957 (43,089 ) 91,367 (93,235 ) — Equity contribution from parent — — — 16,170 (16,170 ) — Parent cash dividends (147,393 ) — — — — (147,393 ) Net proceeds (payments) associated with employee stock-based awards 810 — — — — 810 Payment of debt financing and stock issuance costs (471 ) — (73 ) — — (544 ) Cash Flows from Financing Activities—Continuing Operations 147,710 (102,002 ) (43,213 ) 206,876 (270,955 ) (61,584 ) Cash Flows from Financing Activities—Discontinued Operations — — — — — — Cash Flows from Financing Activities 147,710 (102,002 ) (43,213 ) 206,876 (270,955 ) (61,584 ) Effect of exchange rates on cash and cash equivalents — — 2,706 14,706 — 17,412 (Decrease) Increase in cash and cash equivalents (985 ) 16,017 (17,110 ) 218,163 (161,550 ) 54,535 Cash and cash equivalents, beginning of period 2,405 23,380 17,110 193,589 — 236,484 Cash and cash equivalents, end of period $ 1,420 $ 39,397 $ — $ 411,752 $ (161,550 ) $ 291,019 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) Six Months Ended June 30, 2018 Parent Guarantors Non- Eliminations Consolidated Cash Flows from Operating Activities: Cash Flows from Operating Activities—Continuing Operations $ (117,979 ) $ 409,167 $ 102,618 $ — $ 393,806 Cash Flows from Operating Activities—Discontinued Operations — (477 ) — — (477 ) Cash Flows from Operating Activities (117,979 ) 408,690 102,618 — 393,329 Cash Flows from Investing Activities: Capital expenditures — (142,737 ) (74,864 ) — (217,601 ) Cash paid for acquisitions, net of cash acquired — (1,314,370 ) (352,499 ) — (1,666,869 ) Intercompany loans to subsidiaries 370,423 19,092 — (389,515 ) — Investment in subsidiaries — — — — — Acquisitions of customer relationships, customer inducements and data center lease-based intangibles — (24,922 ) (12,311 ) — (37,233 ) Proceeds from sales of property and equipment and other, net (including real estate) — — 207 — 207 Cash Flows from Investing Activities—Continuing Operations 370,423 (1,462,937 ) (439,467 ) (389,515 ) (1,921,496 ) Cash Flows from Investing Activities—Discontinued Operations — — — — — Cash Flows from Investing Activities 370,423 (1,462,937 ) (439,467 ) (389,515 ) (1,921,496 ) Cash Flows from Financing Activities: Repayment of revolving credit, term loan facilities and other debt — (3,657,315 ) (4,219,481 ) — (7,876,796 ) Proceeds from revolving credit, term loan facilities and other debt — 4,531,603 4,412,813 — 8,944,416 Debit (payments) balances under cash pools — (7,657 ) 2,850 4,807 — Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net — — (1,079 ) — (1,079 ) Intercompany loans from parent — (384,323 ) (5,192 ) 389,515 — Parent cash dividends (337,052 ) — — — (337,052 ) Net (payments) proceeds associated with employee stock-based awards (2,259 ) — — — (2,259 ) Net proceeds associated with the Over-Allotment Option exercise 76,192 — — — 76,192 Net proceeds associated with the At the Market (ATM) Program 8,716 — — — 8,716 Payment of debt financing and stock issuance costs (412 ) (12,322 ) (651 ) — (13,385 ) Cash Flows from Financing Activities—Continuing Operations (254,815 ) 469,986 189,260 394,322 798,753 Cash Flows from Financing Activities—Discontinued Operations — — — — — Cash Flows from Financing Activities (254,815 ) 469,986 189,260 394,322 798,753 Effect of exchange rates on cash and cash equivalents — — (8,093 ) — (8,093 ) Increase (Decrease) in cash and cash equivalents (2,371 ) (584,261 ) (155,682 ) 4,807 (737,507 ) Cash and cash equivalents, beginning of period 2,433 634,317 383,675 (94,726 ) 925,699 Cash and cash equivalents, end of period $ 62 $ 50,056 $ 227,993 $ (89,919 ) $ 188,192 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of analysis of business segment information and reconciliation | An analysis of our business segment information and reconciliation to the accompanying Condensed Consolidated Financial Statements is as follows: North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total For the Three Months Ended June 30, 2017 Total Revenues $ 509,597 $ 99,677 $ 121,866 $ 192,405 $ 10,360 $ 15,901 $ 949,806 Storage Rental 305,168 68,735 74,535 121,317 9,931 10,553 590,239 Service 204,429 30,942 47,331 71,088 429 5,348 359,567 Depreciation and Amortization 58,628 8,272 16,124 30,203 1,595 13,277 128,099 Depreciation 50,119 6,091 12,366 20,518 1,531 11,690 102,315 Amortization 8,509 2,181 3,758 9,685 64 1,587 25,784 Adjusted EBITDA 220,768 55,448 36,528 56,166 5,991 (56,847 ) 318,054 Expenditures for Segment Assets 52,640 7,174 2,079 43,084 8,797 11,374 125,148 Capital Expenditures 46,235 7,174 1,723 16,702 8,797 11,374 92,005 Cash Paid (Received) for Acquisitions, Net of Cash Acquired — — — 26,036 — — 26,036 Acquisitions of Customer Relationships and Customer Inducements 6,405 — 356 346 — — 7,107 For the Three Months Ended June 30, 2018 Total Revenues 539,080 100,031 136,215 204,752 54,895 25,850 1,060,823 Storage Rental 305,895 68,808 82,439 129,611 51,945 16,741 655,439 Service 233,185 31,223 53,776 75,141 2,950 9,109 405,384 Depreciation and Amortization 60,970 9,538 17,700 30,164 22,503 15,345 156,220 Depreciation 48,252 7,217 11,958 18,062 13,120 12,892 111,501 Amortization 12,718 2,321 5,742 12,102 9,383 2,453 44,719 Adjusted EBITDA 244,861 55,280 46,413 60,633 24,901 (62,634 ) 369,454 Expenditures for Segment Assets 41,364 3,643 27,799 30,047 265,173 11,052 379,078 Capital Expenditures 25,122 3,643 25,336 13,681 43,162 11,052 121,996 Cash Paid (Received) for Acquisitions, Net of Cash Acquired — — — 16,188 221,707 — 237,895 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 16,242 — 2,463 178 304 — 19,187 North American North American Western European Business Other International Business Global Data Center Business Corporate Business Total As of and for the Six Months Ended June 30, 2017 Total Revenues $ 1,017,194 $ 200,511 $ 241,938 $ 381,646 $ 16,583 $ 30,810 $ 1,888,682 Storage Rental 603,351 137,559 146,102 238,932 15,789 20,785 1,162,518 Service 413,843 62,952 95,836 142,714 794 10,025 726,164 Depreciation and Amortization 119,163 16,523 30,421 57,879 3,019 25,801 252,806 Depreciation 102,071 12,154 23,254 39,823 2,891 21,714 201,907 Amortization 17,092 4,369 7,167 18,056 128 4,087 50,899 Adjusted EBITDA 430,298 110,718 70,670 111,513 7,497 (120,068 ) 610,628 Total Assets (1) 4,987,060 826,868 983,797 2,215,589 207,777 593,602 9,814,693 Expenditures for Segment Assets 104,528 15,080 7,104 61,704 17,692 25,832 231,940 Capital Expenditures 72,813 15,080 6,621 29,169 17,692 23,832 165,207 Cash (Received) Paid for Acquisitions, Net of Cash Acquired 4,379 — — 31,844 — 2,000 38,223 Acquisitions of Customer Relationships and Customer Inducements 27,336 — 483 691 — — 28,510 As of and for the Six Months Ended June 30, 2018 Total Revenues 1,065,923 199,995 273,087 412,722 101,498 50,056 2,103,281 Storage Rental 610,714 138,054 166,391 261,358 97,440 32,631 1,306,588 Service 455,209 61,941 106,696 151,364 4,058 17,425 796,693 Depreciation and Amortization 123,722 19,642 35,470 61,823 44,771 31,370 316,798 Depreciation 97,390 15,240 24,863 36,979 24,500 25,961 224,933 Amortization 26,332 4,402 10,607 24,844 20,271 5,409 91,865 Adjusted EBITDA 470,599 109,132 90,495 121,264 45,691 (124,712 ) 712,469 Total Assets (1) 5,010,186 829,682 1,355,980 2,235,790 1,909,088 471,808 11,812,534 Expenditures for Segment Assets 84,545 10,496 35,383 62,103 1,703,185 25,991 1,921,703 Capital Expenditures 54,992 10,496 31,487 38,719 56,273 25,634 217,601 Cash Paid (Received) for Acquisitions, Net of Cash Acquired 1,551 — — 19,396 1,645,922 — 1,666,869 Acquisitions of Customer Relationships, Customer Inducements and Contract Fulfillment Costs 28,002 — 3,896 3,988 990 357 37,233 ________________________________________________________ (1) Excludes all intercompany receivables or payables and investment in subsidiary balances. |
Schedule of reconciliation of Adjusted EBITDA to income from continuing operations | A reconciliation of Adjusted EBITDA to income (loss) from continuing operations on a consolidated basis is as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Adjusted EBITDA $ 318,054 $ 369,454 $ 610,628 $ 712,469 (Add)/Deduct: Gain on Sale of Real Estate, Net of Tax (1,563 ) — (1,563 ) — Provision (Benefit) for Income Taxes 18,009 26,405 27,229 27,573 Other (Income) Expense, Net (19,366 ) (19,056 ) (25,730 ) 1,095 Interest Expense, Net 89,966 102,107 176,021 199,733 (Gain) loss on disposal/write-down of property, plant and equipment (excluding real estate), net (216 ) (546 ) (675 ) (1,676 ) Depreciation and Amortization 128,099 156,220 252,806 316,798 Significant Acquisition Costs(1) 19,977 10,421 40,548 29,429 Income (Loss) from Continuing Operations $ 83,148 $ 93,903 $ 141,992 $ 139,517 _______________________________________________________________________________ (1) Represents operating expenditures associated with (1) the Recall Transaction (as defined in Note 1 to Notes to Consolidated Financial Statements included in our Annual Report), including: (i) advisory and professional fees to complete the Recall Transaction; (ii) costs associated with the Divestments (as defined in Note 14 to Notes to Consolidated Financial Statements included in our Annual Report) required in connection with receipt of regulatory approvals (including transitional services); and (iii) costs to integrate Recall Holdings Limited ("Recall") with our existing operations, including moving, severance, facility upgrade, REIT conversion and system upgrade costs, as well as certain costs associated with our shared service center initiative for our finance, human resources and information technology functions; and (2) the advisory and professional fees to complete the IODC Transaction (collectively, "Significant Acquisition Costs"). |
Stockholders' Equity Matters (T
Stockholders' Equity Matters (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Schedule of dividend declared and payments | In fiscal year 2017 and in the first six months of 2018 , our board of directors declared the following dividends: Declaration Date Dividend Record Date Total Payment Date February 15, 2017 $ 0.5500 March 15, 2017 $ 145,235 April 3, 2017 May 24, 2017 0.5500 June 15, 2017 145,417 July 3, 2017 July 27, 2017 0.5500 September 15, 2017 146,772 October 2, 2017 October 24, 2017 0.5875 December 15, 2017 166,319 January 2, 2018 February 14, 2018 0.5875 March 15, 2018 167,969 April 2, 2018 May 24, 2018 0.5875 June 15, 2018 168,078 July 2, 2018 |
Divestments (Tables)
Divestments (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The table below summarizes certain results of operations of the Recall Divestments (as defined in Note 14 to Notes to Consolidated Financial Statements included in our Annual Report) included in discontinued operations for the three and six months ended June 30, 2017 and 2018: Three Months Ended June 30, Six Months Ended Description 2017 2018 2017 2018 (Loss) Income from Discontinued Operations Before (Benefit) Provision for Income Taxes $ (3,049 ) $ (477 ) $ (3,478 ) $ (973 ) (Benefit) Provision for Income Taxes (1,023 ) (117 ) (1,115 ) (151 ) (Loss) Income from Discontinued Operations, Net of Tax $ (2,026 ) $ (360 ) $ (2,363 ) $ (822 ) |
Significant Acquisition Costs (
Significant Acquisition Costs (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisition costs Included in Statement of Operations | Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations by segment are as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 North American Records and Information Management Business $ 6,326 $ 3,017 $ 13,625 $ 3,601 North American Data Management Business 938 351 1,683 351 Western European Business 2,131 1,427 5,347 3,579 Other International Business 1,937 896 3,588 1,433 Global Data Center Business — 1,159 — 11,340 Corporate and Other Business 8,645 3,571 16,305 9,125 Total Significant Acquisition Costs $ 19,977 $ 10,421 $ 40,548 $ 29,429 Significant Acquisition Costs included in the accompanying Condensed Consolidated Statements of Operations are as follows: Three Months Ended Six Months Ended 2017 2018 2017 2018 Cost of sales (excluding depreciation and amortization) $ 5,073 $ 1,827 $ 12,960 $ 2,123 Selling, general and administrative expenses 14,904 8,594 27,588 27,306 Total Significant Acquisition Costs $ 19,977 $ 10,421 $ 40,548 $ 29,429 |
Restructuring and Related Costs [Table Text Block] | A rollforward of accrued liabilities related to Significant Acquisition Costs on our Condensed Consolidated Balance Sheets as of December 31, 2017 to June 30, 2018 is as follows: Accrual for Significant Acquisition Costs Balance at December 31, 2017 $ 12,622 Amounts accrued 2,437 Change in estimates(1) (64 ) Payments (8,593 ) Currency translation adjustments (7 ) Balance at June 30, 2018(2) $ 6,395 _______________________________________________________________________________ (1) Includes adjustments made to amounts accrued in a prior period. (2) Accrued liabilities related to Significant Acquisition Costs as of June 30, 2018 presented in the table above generally related to employee severance costs and onerous lease liabilities associated with the Recall Transaction. We expect that the majority of these liabilities will be paid in 2018. Additional Significant Acquisition Costs recorded in our Condensed Consolidated Statement of Operations for the three and six months ended June 30, 2018 have either been settled in cash during such periods or are included in our Condensed Consolidated Balance Sheet as of June 30, 2018 as a component of accounts payable. |
Summary of Significant Accoun31
Summary of Significant Accounting Policies - Cash and Cash Equivalents and Foreign Currency (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Cash and Cash Equivalents and Restricted Cash [Abstract] | ||
Restricted cash | $ 17,703 | $ 22,167 |
Summary of Significant Accoun32
Summary of Significant Accounting Policies - (Gain) Loss on Foreign Currency Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Accounting Policies [Abstract] | ||||
Total loss on foreign currency transactions | $ (18,624) | $ 20,199 | $ 3,161 | $ 16,035 |
Summary of Significant Accoun33
Summary of Significant Accounting Policies - Goodwill and Other Intangible Assets and Liabilities - Finite-Lived Intangible Assets and Liabilities Narrative (Details) | 6 Months Ended |
Jun. 30, 2018 | |
Customer Relationships | Minimum | |
Finite-Lived Intangible Assets | |
Amortization period | 10 years |
Customer Relationships | Maximum | |
Finite-Lived Intangible Assets | |
Amortization period | 30 years |
Customer inducements | Minimum | |
Finite-Lived Intangible Assets | |
Amortization period | 10 years |
Customer inducements | Maximum | |
Finite-Lived Intangible Assets | |
Amortization period | 30 years |
Customer Inducements, Current Record Management Vendor Or Payments To Customers [Member] | Minimum | |
Finite-Lived Intangible Assets | |
Amortization period | 5 years |
Customer Inducements, Current Record Management Vendor Or Payments To Customers [Member] | Maximum | |
Finite-Lived Intangible Assets | |
Amortization period | 15 years |
Summary of Significant Accoun34
Summary of Significant Accounting Policies - Goodwill and Other Intangible Assets and Liabilities - Schedule of Components of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Assets: | ||
Finite-Lived Intangible Assets, Net Carrying Amount | $ 1,530,549 | $ 1,400,547 |
Customer relationship intangible assets | ||
Assets: | ||
Finite-Lived Intangible Assets, Gross | 1,690,147 | 1,704,105 |
Finite-Lived Intangible Assets, Accumulated Amortization | (436,076) | (395,278) |
Finite-Lived Intangible Assets, Net Carrying Amount | 1,254,071 | 1,308,827 |
Customer inducements | ||
Assets: | ||
Finite-Lived Intangible Assets, Gross | 57,555 | 140,030 |
Finite-Lived Intangible Assets, Accumulated Amortization | (35,430) | (66,981) |
Finite-Lived Intangible Assets, Net Carrying Amount | 22,125 | 73,049 |
Data center lease-based intangible assets | ||
Assets: | ||
Finite-Lived Intangible Assets, Gross | 276,936 | 19,314 |
Finite-Lived Intangible Assets, Accumulated Amortization | (22,583) | (643) |
Finite-Lived Intangible Assets, Net Carrying Amount | 254,353 | 18,671 |
Liabilities: | ||
Data center Below Market Lease, Gross Carrying Amount | 12,338 | 0 |
Below Market Lease, Accumulated Amortization | (761) | 0 |
Below Market Lease, Net Carrying Amount | 11,577 | 0 |
Customer relationships, customer inducements and data center | ||
Assets: | ||
Finite-Lived Intangible Assets, Gross | 2,024,638 | 1,863,449 |
Finite-Lived Intangible Assets, Accumulated Amortization | (494,089) | (462,902) |
Finite-Lived Intangible Assets, Net Carrying Amount | $ 1,530,549 | $ 1,400,547 |
Summary of Significant Accoun35
Summary of Significant Accounting Policies - Goodwill and Other Intangible Assets and Liabilities - Schedule Of Other Finite-Lived Intangile Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets | ||
Customer relationships, customer inducements and data center lease-based intangibles | $ 1,530,549 | $ 1,400,547 |
Other finite-lived intangible assets | ||
Finite-Lived Intangible Assets | ||
Amortization period | 4 years | |
Finite-Lived Intangible Assets, Gross | $ 20,365 | 20,929 |
Finite-Lived Intangible Assets, Accumulated Amortization | (12,611) | (10,728) |
Customer relationships, customer inducements and data center lease-based intangibles | $ 7,754 | $ 10,201 |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Goodwill and Other Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | $ 44,719 | $ 25,784 | $ 91,865 | $ 50,899 |
Customer inducements | ||||
Finite-Lived Intangible Assets | ||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||
Customer relationship and customer inducement intangible assets | ||||
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | 28,813 | 24,611 | $ 57,619 | 47,410 |
Leases Acquired In Place and Tenant Relationships [Member] | ||||
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | 7,563 | 0 | 18,401 | 0 |
Other finite-lived intangible assets | ||||
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | 1,659 | 1,173 | 2,844 | 3,489 |
Permanent withdrawal fees | ||||
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | 2,968 | 2,748 | 5,553 | 5,906 |
Data Center Above and Below Market Leases [Member] | ||||
Finite-Lived Intangible Assets | ||||
Amortization of Intangible Assets | $ 1,293 | $ 0 | $ 2,372 | $ 0 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies Summary of Significant Accounting Policies - Revenue - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Amortization | $ 99,445 | $ 58,774 |
Commissions asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Capitalized Contract Cost, Amortization Period | 3 years | |
Contract Duration Term | 1 year | |
Data Center Business | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Percentage of consolidated revenue | 5.00% | |
Intake Costs asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Capitalized Contract Cost, Amortization Period | 3 years | |
Accounting Standards Update 2014-09 | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 30,233 |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Revenue - Contract Fulfillment Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Jan. 01, 2018 |
Commissions asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Net Carrying Amount | $ 20,478 | |
Accumulated Amortization | (28,355) | $ (21,173) |
Gross Carrying Amount | 48,833 | 42,072 |
Intake Costs asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Net Carrying Amount | 15,508 | |
Accumulated Amortization | (20,135) | (14,954) |
Gross Carrying Amount | $ 35,643 | 31,604 |
Accounting Standards Update 2014-09 | Commissions asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Net Carrying Amount | 20,899 | |
Accounting Standards Update 2014-09 | Intake Costs asset | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Net Carrying Amount | $ 16,650 |
Summary of Significant Accoun39
Summary of Significant Accounting Policies - Revenue - Amortization Expense Associated with Commissions Asset and Intake Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018 | Jun. 30, 2018 | |
Commissions asset | ||
Capitalized Contract Cost [Line Items] | ||
Amortization expense | $ 3,793 | $ 7,380 |
Intake Costs asset | ||
Capitalized Contract Cost [Line Items] | ||
Amortization expense | $ 2,891 | $ 5,621 |
Summary of Significant Accoun40
Summary of Significant Accounting Policies - Revenue - Summary of Deferred Revenue Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Deferred revenue | $ 256,181 | $ 241,590 | |
Other Long-term Liabilities | 119,095 | $ 73,039 | |
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Deferred revenue | 10,140 | $ 9,671 | |
Other Long-term Liabilities | $ 7,467 | $ 9,877 |
Summary of Significant Accoun41
Summary of Significant Accounting Policies - Revenue - Summary of Condensed Consolidated Statements of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenues | $ 1,060,823 | $ 949,806 | $ 2,103,281 | $ 1,888,682 |
Operating Income | 203,359 | 170,194 | 367,918 | 317,949 |
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 93,903 | 83,148 | 139,517 | 141,992 |
Income from Continuing Operations | $ 120,308 | $ 99,594 | $ 167,090 | $ 167,658 |
Income (Loss) from continuing operations (in dollars per share) | $ 0.33 | $ 0.31 | $ 0.49 | $ 0.53 |
Income (Loss) from continuing operations (in dollars per share) | $ 0.33 | $ 0.30 | $ 0.49 | $ 0.53 |
Calculated under Revenue Guidance in Effect before Topic 606 | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Revenues | $ 1,057,608 | $ 2,098,872 | ||
Operating Income | 201,664 | 366,983 | ||
Income from Continuing Operations | $ 92,208 | $ 138,582 | ||
Income (Loss) from continuing operations (in dollars per share) | $ 0.32 | $ 0.48 | ||
Income (Loss) from continuing operations (in dollars per share) | $ 0.32 | $ 0.48 |
Summary of Significant Accoun42
Summary of Significant Accounting Policies - Schedule of Changes in Carrying Value of Goodwill, by Reportable Operating Segment (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | $ 4,386,861 | |
Non-deductible goodwill acquired during the year | 448,698 | |
Fair value and other adjustments | 12,125 | |
Currency effects | (65,102) | |
Ending balance | 4,782,582 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 316,594 | |
Currency effects | (646) | |
Accumulated amortization. ending balance | 315,948 | |
Goodwill | 4,466,634 | $ 4,070,267 |
Accumulated goodwill impairment, beginning balance | 135,420 | |
Accumulated goodwill impairment, ending balance | 135,420 | |
North American Records and Information Management Business | ||
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 2,474,829 | |
Non-deductible goodwill acquired during the year | 0 | |
Fair value and other adjustments | (376) | |
Currency effects | (9,257) | |
Ending balance | 2,465,196 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 205,383 | |
Currency effects | (327) | |
Accumulated amortization. ending balance | 205,056 | |
Goodwill | 2,260,140 | 2,269,446 |
Accumulated goodwill impairment, beginning balance | 85,909 | |
Accumulated goodwill impairment, ending balance | 85,909 | |
North American Data Management Business | ||
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 551,726 | |
Non-deductible goodwill acquired during the year | 0 | |
Fair value and other adjustments | 0 | |
Currency effects | (2,527) | |
Ending balance | 549,199 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 53,875 | |
Currency effects | (82) | |
Accumulated amortization. ending balance | 53,793 | |
Goodwill | 495,406 | 497,851 |
Accumulated goodwill impairment, beginning balance | 0 | |
Accumulated goodwill impairment, ending balance | 0 | |
Western European Business | ||
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 453,537 | |
Non-deductible goodwill acquired during the year | 0 | |
Fair value and other adjustments | 0 | |
Currency effects | (9,353) | |
Ending balance | 444,184 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 57,048 | |
Currency effects | (237) | |
Accumulated amortization. ending balance | 56,811 | |
Goodwill | 387,373 | 396,489 |
Accumulated goodwill impairment, beginning balance | 46,500 | |
Accumulated goodwill impairment, ending balance | 46,500 | |
Other International Business | ||
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 846,721 | |
Non-deductible goodwill acquired during the year | 5,330 | |
Fair value and other adjustments | 7,797 | |
Currency effects | (43,373) | |
Ending balance | 816,475 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 288 | |
Currency effects | 0 | |
Accumulated amortization. ending balance | 288 | |
Goodwill | 816,187 | 846,433 |
Accumulated goodwill impairment, beginning balance | 0 | |
Accumulated goodwill impairment, ending balance | 0 | |
Global Data Center Business | ||
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 0 | |
Non-deductible goodwill acquired during the year | 443,368 | |
Fair value and other adjustments | 0 | |
Currency effects | (2) | |
Ending balance | 443,366 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 0 | |
Currency effects | 0 | |
Accumulated amortization. ending balance | 0 | |
Goodwill | 443,366 | 0 |
Accumulated goodwill impairment, beginning balance | 0 | |
Accumulated goodwill impairment, ending balance | 0 | |
Corporate and Other | ||
Gross amount of goodwill [Roll Forward] | ||
Beginning balance | 60,048 | |
Non-deductible goodwill acquired during the year | 0 | |
Fair value and other adjustments | 4,704 | |
Currency effects | (590) | |
Ending balance | 64,162 | |
Goodwill accumulated amortization [Roll Forward] | ||
Accumulated amortization. beginning balance | 0 | |
Currency effects | 0 | |
Accumulated amortization. ending balance | 0 | |
Goodwill | 64,162 | $ 60,048 |
Accumulated goodwill impairment, beginning balance | 3,011 | |
Accumulated goodwill impairment, ending balance | $ 3,011 |
Summary of Significant Accoun43
Summary of Significant Accounting Policies - Schedule of Components of Amortizable Intangible Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Amortizable intangible assets | |||
Net carrying amount | $ 1,530,549 | $ 1,400,547 | |
Revenue reduction associated with amortization of permanent withdrawal fees | 7,925 | $ 5,906 | |
Customer Relationships | |||
Amortizable intangible assets | |||
Finite-Lived Intangible Assets, Gross | 1,690,147 | 1,704,105 | |
Accumulated amortization | (436,076) | (395,278) | |
Net carrying amount | $ 1,254,071 | 1,308,827 | |
Customer inducements | |||
Amortizable intangible assets | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Finite-Lived Intangible Assets, Gross | $ 57,555 | 140,030 | |
Accumulated amortization | (35,430) | (66,981) | |
Net carrying amount | 22,125 | 73,049 | |
Data Center Business | |||
Amortizable intangible assets | |||
Finite-Lived Intangible Assets, Gross | 276,936 | 19,314 | |
Below Market Lease, Accumulated Amortization | 761 | 0 | |
Below Market Lease, Net | 11,577 | 0 | |
Accumulated amortization | (22,583) | (643) | |
Net carrying amount | 254,353 | 18,671 | |
Below Market Lease, Gross | 12,338 | 0 | |
Other finite-lived intangible assets | |||
Amortizable intangible assets | |||
Finite-Lived Intangible Assets, Gross | 20,365 | 20,929 | |
Accumulated amortization | 12,611 | 10,728 | |
Net carrying amount | $ 7,754 | $ 10,201 |
Summary of Significant Accoun44
Summary of Significant Accounting Policies - Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Employee stock-based awards | ||||
Weighted Average Common Shares Outstanding-Basic (in shares) | 285,984,000 | 264,217,000 | 285,622,000 | 264,036,000 |
Stock-based compensation | $ 8,689 | $ 8,543 | $ 16,073 | $ 15,092 |
Stock-based compensation expense (income), net of tax | $ 8,032 | $ 5,945 | $ 14,865 | $ 10,530 |
Stock-based compensation expense per basic and diluted share (in dollars per share) | $ 0.03 | $ 0.02 | $ 0.05 | $ 0.04 |
Share-Based Compensation, aggregate disclosures | ||||
Employee stock-based awards, unrecognized compensation costs on nonvested awards | $ 57,429 | $ 57,429 | ||
Employee stock-based awards, unrecognized compensation costs on nonvested awards, weighted average period of recognition | 2 years 2 months 1 day | |||
Continuing Operations | ||||
Employee stock-based awards | ||||
Stock-based compensation | 8,689 | $ 8,543 | $ 16,073 | $ 15,092 |
Continuing Operations | Cost of sales (excluding depreciation and amortization) | ||||
Employee stock-based awards | ||||
Stock-based compensation | 29 | 27 | 58 | 55 |
Continuing Operations | Selling, general and administrative expenses | ||||
Employee stock-based awards | ||||
Stock-based compensation | $ 8,660 | 8,516 | $ 16,015 | 15,037 |
Stock Options | ||||
Summary of option activity | ||||
Options outstanding balance, beginning of period (in shares) | 3,671,740 | |||
Options granted (in shares) | 846,517 | |||
Options exercised (in shares) | (118,304) | |||
Options forfeited (in shares) | (23,334) | |||
Options expired (in shares) | (4,260) | |||
Options outstanding balance, end of period (in shares) | 4,372,359 | 4,372,359 | ||
Options exercisable balance (in shares) | 2,409,054 | 2,409,054 | ||
Options expected to vest (in shares) | 1,844,046 | 1,844,046 | ||
Performance units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||||
Non-vested at the beginning of the period (in shares) | 467,811 | |||
Granted (in shares) | 353,507 | |||
Vested (in shares) | (79,121) | |||
Forfeited (in shares) | (62,249) | |||
Non-vested at the end of the period (in shares) | 679,948 | 679,948 | ||
Weighted average grant date fair value | ||||
Total fair value of shares or units vested | $ 0 | 0 | $ 3,033 | 905 |
Performance units | Two Thousand Sixteen [Member] [Member] | ||||
Performance units disclosure | ||||
Percentage of achievement of the predefined revenue and ROIC targets | 85.00% | 85.00% | ||
Performance units | Two Thousand Seventeen [Member] | ||||
Performance units disclosure | ||||
Percentage of achievement of the predefined revenue and ROIC targets | 100.00% | 100.00% | ||
Performance units | Two Thousand Eighteen [Member] | ||||
Performance units disclosure | ||||
Percentage of achievement of the predefined revenue and ROIC targets | 100.00% | 100.00% | ||
Performance units | Revenue or revenue growth and return on invested capital | ||||
Performance units disclosure | ||||
Performance period | 3 years | |||
Performance units | Minimum | Revenue or revenue growth and return on invested capital | ||||
Performance units disclosure | ||||
Percentage payout rate | 0.00% | 0.00% | ||
Performance units | Minimum | Market condition associated with shareholder return of common stock | ||||
Performance units disclosure | ||||
Percentage payout rate | 0.00% | 0.00% | ||
Performance units | Maximum | Revenue or revenue growth and return on invested capital | ||||
Performance units disclosure | ||||
Percentage payout rate | 200.00% | 200.00% | ||
Performance units | Maximum | Market condition associated with shareholder return of common stock | ||||
Performance units disclosure | ||||
Percentage payout rate | 200.00% | 200.00% | ||
Original PU Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||||
Non-vested at the beginning of the period (in shares) | 717,878 | |||
Granted (in shares) | 353,507 | |||
Vested (in shares) | (79,121) | |||
Forfeited (in shares) | (12,368) | |||
Non-vested at the end of the period (in shares) | 979,896 | 979,896 | ||
PUs Adjustment | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||||
Non-vested at the beginning of the period (in shares) | (250,067) | |||
Granted (in shares) | 0 | |||
Vested (in shares) | 0 | |||
Forfeited (in shares) | (49,881) | |||
Non-vested at the end of the period (in shares) | (299,948) | (299,948) | ||
Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options | ||||
Non-vested at the beginning of the period (in shares) | 1,071,469 | |||
Granted (in shares) | 701,259 | |||
Vested (in shares) | (455,224) | |||
Forfeited (in shares) | (53,080) | |||
Non-vested at the end of the period (in shares) | 1,264,424 | 1,264,424 | ||
Weighted average grant date fair value | ||||
Total fair value of shares or units vested | $ 676 | $ 2,047 | $ 16,006 | $ 16,073 |
Summary of Significant Accoun45
Summary of Significant Accounting Policies - Income Per Share, Allowance for Doubful Accounts, Income Taxes, and Concentration of Credit Risk (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2018USD ($)bankfund$ / sharesshares | Jun. 30, 2017USD ($)$ / sharesshares | Jun. 30, 2018USD ($)bankfund$ / sharesshares | Jun. 30, 2017USD ($)$ / sharesshares | Dec. 31, 2017USD ($)bankfund | Dec. 31, 2016USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Concentration Risk, Number of "Triple A" Rated Money Market Funds | fund | 0 | 0 | 12 | |||
Effective Income Tax Rate Reconciliation Repatriation Of Foreign Earnings, Cash And Liquid Assets | 15.50% | |||||
Income (Loss) Per Share-Basic and Diluted | ||||||
Income (loss) from continuing operations | $ 93,903 | $ 83,148 | $ 139,517 | $ 141,992 | ||
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 142 | 2,492 | 610 | 2,874 | ||
Income (loss) from continuing operations (utilized in numerator of Earnings Per Share calculation) | 93,761 | 80,656 | 138,907 | 139,118 | ||
Income (loss) from discontinued operations, net of tax | (360) | (2,026) | (822) | (2,363) | ||
Net income (loss) attributable to Iron Mountain Incorporated | $ 93,401 | $ 78,630 | $ 138,085 | $ 136,755 | ||
Weighted-average shares—basic | shares | 285,984,000 | 264,217,000 | 285,622,000 | 264,036,000 | ||
Effect of dilutive potential stock options (in shares) | shares | 237,708 | 395,044 | 243,636 | 428,403 | ||
Effect of dilutive potential restricted stock, RSUs and PUs (in shares) | shares | 347,543 | 318,375 | 415,929 | 405,640 | ||
Weighted-average shares—diluted | shares | 286,569,251 | 264,930,419 | 286,281,565 | 264,870,043 | ||
Earnings (Losses) per share-basic: | ||||||
Income (Loss) from continuing operations (in dollars per share) | $ / shares | $ 0.33 | $ 0.31 | $ 0.49 | $ 0.53 | ||
Total (loss) income discontinued operations (in dollars per share) | $ / shares | 0 | (0.01) | 0 | (0.01) | ||
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $ / shares | 0.33 | 0.30 | 0.48 | 0.52 | ||
Earnings (Losses) per share-diluted: | ||||||
Income (Loss) from continuing operations (in dollars per share) | $ / shares | 0.33 | 0.30 | 0.49 | 0.53 | ||
Total (loss) income from discontinued operations (in dollars per share) | $ / shares | 0 | (0.01) | 0 | (0.01) | ||
Net Income (Loss) Attributable to Iron Mountain Incorporated (in dollars per share) | $ / shares | $ 0.33 | $ 0.30 | $ 0.48 | $ 0.52 | ||
Antidilutive stock options, RSUs and PUs, excluded from the calculation (in shares) | shares | 3,272,502 | 2,701,129 | 3,257,322 | 2,597,692 | ||
Income Taxes: | ||||||
Effective tax rates (as a percent) | 21.90% | 18.10% | 16.50% | 16.20% | ||
Income (Loss) From Continuing Operations Before Income Taxes, Minority Interest, and (Gain) Loss on Disposition of Real Estate | $ 120,308 | $ 99,594 | $ 167,090 | $ 167,658 | ||
Provision (Benefit) for Income Taxes | $ 26,405 | $ 18,009 | $ 27,573 | $ 27,229 | ||
Federal statutory tax rate (as a percent) | 35.00% | 21.00% | 35.00% | 35.00% | ||
Tax Matter Resolution, amount released | $ 14,000 | |||||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ 7,511 | |||||
Concentrations of Credit Risk | ||||||
Number of global banks with cash, cash equivalent and restricted cash held on deposit | bank | 7 | 7 | 7 | |||
Cash and cash equivalents | $ 188,192 | $ 291,019 | $ 188,192 | $ 291,019 | $ 925,699 | $ 236,484 |
Effective Income Tax Rate Reconciliation Repatriation Of Foreign Earnings, Non-Liquid Assets | 8.00% | |||||
Tax Cuts and Jobs Act of 2017, Incomplete Accounting, Transition Tax for Accumulated Foreign Earnings, Provisional Liability | $ 186,000 | |||||
Income Tax Reconciliation Repatriation Of Foreign Earnings, Attributable To REIT | $ 82,000 |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Fair Value Measurements (Details) $ in Thousands | Jun. 30, 2018USD ($)bankfund | Dec. 31, 2017USD ($)bankfund |
Assets and liabilities carried at fair value measured on a recurring basis | ||
Concentration Risk, Number of "Triple A" Rated Money Market Funds | fund | 0 | 12 |
Number of global banks with cash, cash equivalent and restricted cash held on deposit | bank | 7 | 7 |
Fair value measured on recurring basis | Quoted prices in active markets (Level 1) | ||
Assets and liabilities carried at fair value measured on a recurring basis | ||
Money Market Funds, at Carrying Value | $ 0 | |
Time Deposits, at Carrying Value | $ 0 | 0 |
Trading securities | 10,529 | 11,279 |
Foreign Currency Contract, Asset, Fair Value Disclosure | 0 | 0 |
Foreign Currency Contracts, Liability, Fair Value Disclosure | 0 | 0 |
Interest Rate Swap | 0 | |
Fair value measured on recurring basis | Significant other observable inputs (Level 2) | ||
Assets and liabilities carried at fair value measured on a recurring basis | ||
Money Market Funds, at Carrying Value | 585,000 | |
Time Deposits, at Carrying Value | 5,759 | 24,482 |
Trading securities | 736 | 505 |
Foreign Currency Contract, Asset, Fair Value Disclosure | 1,579 | |
Derivatives Asset | 318 | |
Foreign Currency Contracts, Liability, Fair Value Disclosure | 3,413 | 2,329 |
Interest Rate Swap | 2,203 | |
Fair value measured on recurring basis | Significant unobservable inputs (Level 3) | ||
Assets and liabilities carried at fair value measured on a recurring basis | ||
Money Market Funds, at Carrying Value | 0 | |
Time Deposits, at Carrying Value | 0 | 0 |
Trading securities | 0 | 0 |
Foreign Currency Contract, Asset, Fair Value Disclosure | 0 | 0 |
Foreign Currency Contracts, Liability, Fair Value Disclosure | 0 | 0 |
Interest Rate Swap | 0 | |
Estimate of Fair Value Measurement [Member] | Fair value measured on recurring basis | ||
Assets and liabilities carried at fair value measured on a recurring basis | ||
Money Market Funds, at Carrying Value | 585,000 | |
Time Deposits, at Carrying Value | 5,759 | 24,482 |
Trading securities | 11,265 | 11,784 |
Foreign Currency Contract, Asset, Fair Value Disclosure | 318 | 1,579 |
Foreign Currency Contracts, Liability, Fair Value Disclosure | 3,413 | $ 2,329 |
Interest Rate Swap | $ 2,203 |
Summary of Significant Accoun47
Summary of Significant Accounting Policies - Accumulated Other Comprehensive Income and Other Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | May 30, 2017 | |
Accumulated other comprehensive items, net | |||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | $ 0 | $ 38,869 | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | $ (74,082) | $ (161,239) | (103,989) | (212,573) | |
Other comprehensive loss: | |||||
Foreign currency translation adjustments | (135,756) | 7,649 | (105,664) | 58,983 | |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | 2,388 | 0 | 2,203 | 0 | |
Total Other comprehensive (loss) income | (133,368) | 7,649 | (103,461) | 58,983 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | (207,450) | (153,590) | (207,450) | (153,590) | |
Total loss on foreign currency transactions | (18,624) | 20,199 | 3,161 | 16,035 | |
Other, net | (432) | (39,565) | (2,066) | (41,765) | |
Other (Income) Expense, Net | (19,056) | (19,366) | 1,095 | (25,730) | |
Russia and Ukraine Divestment | Disposal Group, Not Discontinued Operations | |||||
Accumulated other comprehensive items, net | |||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | 38,869 | 38,869 | |||
Disposal group, cumulative translation adjustment | 29,100 | 29,100 | $ 29,100 | ||
Foreign currency translation adjustments | |||||
Accumulated other comprehensive items, net | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | (73,897) | (161,239) | (103,989) | (212,573) | |
Other comprehensive loss: | |||||
Foreign currency translation adjustments | (135,756) | 7,649 | (105,664) | 58,983 | |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | 0 | 0 | |||
Total Other comprehensive (loss) income | (135,756) | 7,649 | (105,664) | 58,983 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | (209,653) | $ (153,590) | (209,653) | $ (153,590) | |
Market value adjustments for securities | |||||
Accumulated other comprehensive items, net | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | (185) | 0 | |||
Other comprehensive loss: | |||||
Foreign currency translation adjustments | 0 | 0 | |||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | 2,388 | 2,203 | |||
Total Other comprehensive (loss) income | 2,388 | 2,203 | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | $ 2,203 | $ 2,203 |
Derivative Instruments and He48
Derivative Instruments and Hedging Activities (Details) € in Thousands, $ in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018EUR (€) | Dec. 31, 2017USD ($) | Dec. 31, 2017EUR (€) | Dec. 31, 2017CAD ($) | Jun. 30, 2017EUR (€) | |
Derivative instruments | |||||||||
Cash receipts | $ 393,806 | $ 322,040 | |||||||
Unrealized gains associated with interest rate swap agreements | $ 2,388 | 2,203 | |||||||
Net Investment Hedging [Member] | Designated as Hedging Instrument | |||||||||
Derivative instruments | |||||||||
Derivatives used in Net Investment Hedge, Net of Tax | 7,810 | 7,810 | |||||||
Former Revolving Credit Facility [Member] | Net Investment Hedging [Member] | Designated as Hedging Instrument | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | € | € 73,175 | ||||||||
Senior Notes 4.375 Percent due 2021 | Net Investment Hedging [Member] | Designated as Hedging Instrument | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | € | € 179,881 | ||||||||
Foreign Exchange Forward - Option One [Member] | Purchases | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | $ 138,823 | ||||||||
Foreign Exchange Forward - Option One [Member] | Sales | |||||||||
Derivative instruments | |||||||||
Derivative, amount of hedged item | $ 176,000 | ||||||||
Interest Rate Swap | Designated as Hedging Instrument | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | 350,000 | 350,000 | |||||||
Unrealized gain | 2,203 | ||||||||
Foreign exchange contracts | |||||||||
Derivative instruments | |||||||||
Net cash receipts (payments) | (7,554) | $ 893 | (1,211) | $ 893 | |||||
Foreign exchange contracts | Purchases | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | € | 93,000 | € 135,000 | |||||||
Foreign exchange contracts | Sales | |||||||||
Derivative instruments | |||||||||
Derivative, amount of hedged item | 112,315 | 112,315 | 160,757 | ||||||
Foreign Exchange Forward - Option Two [Member] | Purchases | |||||||||
Derivative instruments | |||||||||
Notional amount of derivatives | 68,015 | 68,015 | $ 114,390 | ||||||
Foreign Exchange Forward - Option Two [Member] | Sales | |||||||||
Derivative instruments | |||||||||
Derivative, amount of hedged item | € | € 58,000 | € 96,150 | |||||||
Other Long-Term Liabilities | Interest Rate Swap | |||||||||
Derivative instruments | |||||||||
Derivative liability | $ 2,203 | $ 2,203 |
Derivative Instruments and He49
Derivative Instruments and Hedging Activities - Fair Value of Derivative Instruments Not Designated as Heding Instruments (Details) - Not Designated as Hedging Instrument - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Prepaid expenses and other | ||
Fair value of derivative instruments | ||
Derivative assets | $ 318 | $ 1,579 |
Accrued expenses | ||
Fair value of derivative instruments | ||
Derivative liabilities | $ 3,413 | $ 2,329 |
Derivative Instruments and He50
Derivative Instruments and Hedging Activities - Amount of (Gain) Loss in Income on Derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Not Designated as Hedging Instrument | ||||
Gains and losses on derivative instruments | ||||
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | $ 9,547 | $ 0 | $ 3,556 | $ 0 |
Derivative Instruments and He51
Derivative Instruments and Hedging Activities - Schedule of Foreign Exchange Gains Related to Fair of Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Foreign exchange (losses) gains | $ 10,257 | $ (7,076) | $ 4,622 | $ (8,148) |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) € in Thousands, £ in Thousands, $ in Thousands, $ in Thousands | May 25, 2018USD ($) | May 25, 2018EUR (€) | Mar. 08, 2018USD ($)data_center | Mar. 08, 2018GBP (£)data_center | Mar. 08, 2018SGD ($)data_center | Jan. 10, 2018USD ($) | Dec. 29, 2017USD ($) | Nov. 30, 2017EUR (€) | Jun. 30, 2018USD ($) |
IO Data Center LLC [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration | $ 1,347,046 | ||||||||
Consideration transferred | $ 1,347,000 | 1,347,046 | |||||||
Business Combination, Contingent Consideration, Liability | $ 35,000 | ||||||||
Business combination separately recognized transactions expenses and losses recognized, acquisition costs incurred to date | $ 28,064 | ||||||||
Credit Suisse Data Center Acquisition | |||||||||
Business Acquisition [Line Items] | |||||||||
Number Of Data Centers | data_center | 2 | 2 | 2 | ||||||
Consideration transferred | $ 111,400 | £ 34,600 | $ 81,000 | ||||||
EvoSwitch [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration | $ 222,000 | € 189,000 | |||||||
Business Combination, Contingent Consideration, Liability | $ 25,000 | ||||||||
Santa Fe China [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Consideration transferred | € | € 14,000 | ||||||||
Santa Fe China - Beijing Property [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Consideration transferred | € | 9,000 | ||||||||
Santa Fe China Transaction [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Consideration transferred | $ 16,800 | € 23,000 |
Acquisitions - Pro Forma Financ
Acquisitions - Pro Forma Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Business Combinations [Abstract] | ||||
Total Revenues | $ 1,060,823 | $ 983,723 | $ 2,106,752 | $ 1,957,480 |
Income from Continuing Operations | $ 94,242 | $ 76,085 | $ 149,423 | $ 93,516 |
Per Share Income from Continuing Operations - Basic | $ 0.33 | $ 0.26 | $ 0.52 | $ 0.32 |
Per Share Income from Continuing Operations - Diluted | $ 0.33 | $ 0.26 | $ 0.52 | $ 0.32 |
Acquisitions - Schedule of Purc
Acquisitions - Schedule of Purchase Price Allocation (Details) - USD ($) $ in Thousands | Jan. 10, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Business Combination, Consideration Transferred, Accrued Purchase Price and Other Holdbacks | $ 26,089 | $ 0 | ||
Fair Value of Identifiable Assets Acquired: | ||||
Goodwill | 4,466,634 | $ 4,070,267 | ||
FY 2018 Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Cash Paid (gross of cash acquired) | 347,357 | |||
Business Combination, Consideration Transferred, Accrued Purchase Price and Other Holdbacks | 26,089 | |||
Total Consideration | 373,446 | |||
Fair Value of Identifiable Assets Acquired: | ||||
Cash | 484 | |||
Accounts Receivable and Prepaid Expenses | 3,354 | |||
Property, Plant and Equipment | 195,470 | |||
Customer Relationship Intangible Assets | 7,254 | |||
Data Center In-Place Leases | 32,091 | |||
Data Center Tenant Relationships | 18,410 | |||
Data Center Above-Market Leases | 2,381 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 273 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | (19,941) | |||
Accounts Payable, Accrued Expenses and Other Liabilities | (2,197) | |||
Deferred Income Taxes | (31,761) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Data Center Below Market Leases | (694) | |||
Other Liabilities | (1,176) | |||
Total Fair Value of Identifiable Net Assets Acquired | 203,948 | |||
Goodwill | 169,498 | |||
Cash Acquired from Acquisition | 34,711 | |||
Payments for (Proceeds from) Previous Acquisition | 7,177 | |||
Series of Individually Immaterial Business Acquisitions and IODC Transaction [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash Paid (gross of cash acquired) | 1,694,403 | |||
Business Combination, Consideration Transferred, Accrued Purchase Price and Other Holdbacks | 26,089 | |||
Total Consideration | 1,720,492 | |||
Fair Value of Identifiable Assets Acquired: | ||||
Cash | 34,711 | |||
Accounts Receivable and Prepaid Expenses | 10,424 | |||
Property, Plant and Equipment | 1,058,497 | |||
Customer Relationship Intangible Assets | 7,254 | |||
Data Center In-Place Leases | 136,431 | |||
Data Center Tenant Relationships | 95,772 | |||
Data Center Above-Market Leases | 18,820 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 273 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | (19,941) | |||
Accounts Payable, Accrued Expenses and Other Liabilities | (25,395) | |||
Deferred Income Taxes | (31,761) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Data Center Below Market Leases | (12,115) | |||
Other Liabilities | (1,176) | |||
Total Fair Value of Identifiable Net Assets Acquired | 1,271,794 | |||
Goodwill | 448,698 | |||
IO Data Center LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash Paid (gross of cash acquired) | 1,347,046 | |||
Business Combination, Consideration Transferred, Accrued Purchase Price and Other Holdbacks | 0 | |||
Total Consideration | $ 1,347,000 | 1,347,046 | ||
Fair Value of Identifiable Assets Acquired: | ||||
Cash | 34,227 | |||
Accounts Receivable and Prepaid Expenses | 7,070 | |||
Property, Plant and Equipment | 863,027 | |||
Customer Relationship Intangible Assets | 0 | |||
Data Center In-Place Leases | 104,340 | |||
Data Center Tenant Relationships | 77,362 | |||
Data Center Above-Market Leases | 16,439 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 0 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | 0 | |||
Accounts Payable, Accrued Expenses and Other Liabilities | (23,198) | |||
Deferred Income Taxes | 0 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Data Center Below Market Leases | (11,421) | |||
Other Liabilities | 0 | |||
Total Fair Value of Identifiable Net Assets Acquired | 1,067,846 | |||
Goodwill | $ 279,200 |
Debt Schedule of Long Term Debt
Debt Schedule of Long Term Debt (Details) $ in Thousands, $ in Thousands | Jun. 30, 2018USD ($) | Jun. 30, 2018AUD ($) | Mar. 27, 2018AUD ($) | Dec. 31, 2017USD ($) | Sep. 28, 2016AUD ($) |
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | $ 8,177,420 | $ 7,129,511 | |||
Unamortized Debt Issuance Expense | (91,841) | (86,240) | |||
Long-term Debt | 8,085,579 | 7,043,271 | |||
Long-term Debt, Gross, Current Maturities | (123,818) | (146,300) | |||
Unamortized Debt Issuance Expense, Current | 0 | 0 | |||
Long-term Debt, Current Maturities | (123,818) | (146,300) | |||
Long Term Debt, Gross, Net of Current Portion | 8,053,602 | 6,983,211 | |||
Unamortized Debt Issuance Expense, Net | 91,841 | 86,240 | |||
Long-term Debt, Excluding Current Maturities | 7,961,761 | 6,896,971 | |||
Senior Notes 4.375 Percent due 2021 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 500,000 | 500,000 | |||
Fair Value | $ 496,250 | $ 507,500 | |||
Stated interest rate (as a percent) | 4.375% | 4.375% | 4.375% | ||
Unamortized Debt Issuance Expense | $ (5,015) | $ (5,874) | |||
Long-term Debt | $ 494,985 | 494,126 | |||
Australian Dollar Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 6.00% | 6.00% | |||
Debt Instrument, Unamortized Discount | $ 2,011 | 1,545 | |||
Long-term Debt, Gross | 248,670 | $ 350,000 | 187,504 | $ 250,000 | |
Fair Value | 250,681 | 189,049 | |||
Unamortized Debt Issuance Expense | (3,433) | (3,382) | |||
Long-term Debt | 245,237 | $ 338,438 | 184,122 | ||
6% Notes | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 600,000 | 600,000 | |||
Fair Value | $ 613,500 | $ 625,500 | |||
Stated interest rate (as a percent) | 6.00% | 6.00% | 6.00% | ||
Unamortized Debt Issuance Expense | $ (5,675) | $ (6,224) | |||
Long-term Debt | 594,325 | 593,776 | |||
CAD 5.375 Percent Senior Notes due 2023 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 190,330 | 199,171 | |||
Fair Value | $ 191,519 | $ 208,631 | |||
Stated interest rate (as a percent) | 5.375% | 5.375% | 5.375% | ||
Unamortized Debt Issuance Expense | $ (2,875) | $ (3,295) | |||
Long-term Debt | 187,455 | 195,876 | |||
The 5 3/4% Notes | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 1,000,000 | 1,000,000 | |||
Fair Value | $ 980,000 | $ 1,012,500 | |||
Stated interest rate (as a percent) | 5.75% | 5.75% | 5.75% | ||
Unamortized Debt Issuance Expense | $ (8,469) | $ (9,156) | |||
Long-term Debt | 991,531 | 990,844 | |||
Euro Notes 3 Percent due 2025 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 350,508 | 359,386 | |||
Fair Value | $ 346,582 | $ 364,776 | |||
Stated interest rate (as a percent) | 3.00% | 3.00% | 3.00% | ||
Unamortized Debt Issuance Expense | $ (4,419) | $ (4,691) | |||
Long-term Debt | 346,089 | 354,695 | |||
GBP Notes due 2025 3.875 Percent [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 528,296 | 539,702 | |||
Fair Value | $ 499,240 | $ 527,559 | |||
Stated interest rate (as a percent) | 3.875% | 3.875% | 3.875% | ||
Unamortized Debt Issuance Expense | $ (7,104) | $ (7,718) | |||
Long-term Debt | 521,192 | 531,984 | |||
Senior Notes 5.375 Percent due 2026 | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 250,000 | 250,000 | |||
Fair Value | $ 238,125 | $ 256,875 | |||
Stated interest rate (as a percent) | 5.375% | 5.375% | 5.375% | ||
Unamortized Debt Issuance Expense | $ (3,400) | $ (3,615) | |||
Long-term Debt | 246,600 | 246,385 | |||
Senior Notes 4.875 Percent due 2027 | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 1,000,000 | 1,000,000 | |||
Fair Value | $ 921,250 | $ 1,000,000 | |||
Stated interest rate (as a percent) | 4.875% | 4.875% | 4.875% | ||
Unamortized Debt Issuance Expense | $ (13,153) | $ (13,866) | |||
Long-term Debt | 986,847 | 986,134 | |||
Senior Notes due 2028 5.25 Percent [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 825,000 | 825,000 | |||
Fair Value | $ 767,250 | $ 826,031 | |||
Stated interest rate (as a percent) | 5.25% | 5.25% | 5.25% | ||
Unamortized Debt Issuance Expense | $ (11,511) | $ (11,817) | |||
Long-term Debt | $ 813,489 | 813,183 | |||
Accounts Receivable Securitization Program | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 3.00% | 3.00% | |||
Long-term Debt, Gross | $ 248,473 | 258,973 | |||
Fair Value | 248,473 | 258,973 | |||
Unamortized Debt Issuance Expense | (287) | (356) | |||
Long-term Debt | 248,186 | 258,617 | |||
Real Estate Mortgages, Capital Leases and Other | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | 614,145 | 649,432 | |||
Fair Value | 614,145 | 649,432 | |||
Unamortized Debt Issuance Expense | (316) | (566) | |||
Long-term Debt | $ 613,829 | 648,866 | |||
Mortgage Securitization Program [Member] | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 3.50% | 3.50% | |||
Long-term Debt, Gross | $ 50,000 | 50,000 | |||
Fair Value | 50,000 | 50,000 | |||
Unamortized Debt Issuance Expense | (1,200) | (1,273) | |||
Long-term Debt | $ 48,800 | 48,727 | |||
New Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 3.50% | 3.50% | |||
New Credit Agreement | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 3.50% | 3.50% | |||
Long-term Debt, Gross | $ 828,567 | 466,593 | |||
Fair Value | 828,567 | 466,593 | |||
Unamortized Debt Issuance Expense | (15,617) | (14,407) | |||
Long-term Debt | $ 812,950 | 452,186 | |||
Term Loan A [Member] | Term Loan Facility | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 3.80% | 3.80% | |||
Long-term Debt, Gross | $ 246,875 | 243,750 | |||
Fair Value | 246,875 | 243,750 | |||
Unamortized Debt Issuance Expense | 0 | 0 | |||
Long-term Debt | $ 246,875 | 243,750 | |||
Term Loan B [Member] | Term Loan Facility | |||||
Debt Instrument [Line Items] | |||||
Average interest rate (as a percent) | 3.80% | 3.80% | |||
Debt Instrument, Unamortized Discount | $ 1,694 | ||||
Long-term Debt, Gross | 696,556 | 0 | |||
Fair Value | 686,031 | 0 | |||
Unamortized Debt Issuance Expense | (9,367) | 0 | |||
Long-term Debt | $ 687,189 | $ 0 |
Debt (Details)
Debt (Details) € in Thousands, $ in Thousands, $ in Thousands, $ in Thousands | Mar. 29, 2018USD ($) | Mar. 29, 2018AUD ($) | Mar. 27, 2018AUD ($) | Mar. 22, 2018USD ($) | Sep. 28, 2016AUD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2018AUD ($) | Jun. 30, 2018EUR (€) | Jun. 30, 2018CAD ($) | Mar. 26, 2018 |
Debt covenants | ||||||||||||
Long-term Debt, Gross | $ 8,177,420 | $ 7,129,511 | ||||||||||
Net proceeds from sales of senior notes | 0 | $ 332,683 | ||||||||||
Long-term Debt | $ 8,085,579 | 7,043,271 | ||||||||||
New Credit Agreement | ||||||||||||
Debt | ||||||||||||
Average interest rate (as a percent) | 3.50% | 3.50% | 3.50% | 3.50% | ||||||||
Revolving Credit Facility | ||||||||||||
Debt | ||||||||||||
Repayments of Debt | 807,000 | |||||||||||
QRS Cash Pool [Member] | ||||||||||||
Debt covenants | ||||||||||||
Cash pool agreement, net cash position | $ 2,000 | 5,700 | ||||||||||
Cash pool agreement, gross cash position | 406,900 | 383,700 | ||||||||||
Cash pool agreement, outstanding borrowings | 404,900 | 378,000 | ||||||||||
TRS Cash Pool [Member] | ||||||||||||
Debt covenants | ||||||||||||
Cash pool agreement, net cash position | 600 | 0 | ||||||||||
Cash pool agreement, gross cash position | 262,800 | 229,600 | ||||||||||
Cash pool agreement, outstanding borrowings | $ 262,200 | $ 229,600 | ||||||||||
Credit Agreement | ||||||||||||
Debt covenants | ||||||||||||
Net total lease adjusted leverage ratio | 5.6 | 5 | 5.6 | 5.6 | 5.6 | |||||||
Net secured debt lease adjusted leverage ratio | 2.5 | 1.6 | 2.5 | 2.5 | 2.5 | |||||||
Bond leverage ratio, per indentures | 5.7 | 5.8 | 5.7 | 5.7 | 5.7 | |||||||
Fixed charge coverage ratio | 2.3 | 2.1 | 2.3 | 2.3 | 2.3 | |||||||
Credit Agreement | Minimum | ||||||||||||
Debt covenants | ||||||||||||
Fixed charge coverage ratio | 1.5 | 1.5 | 1.5 | 1.5 | ||||||||
Credit Agreement | Maximum | ||||||||||||
Debt covenants | ||||||||||||
Net total lease adjusted leverage ratio | 6.5 | 6.5 | 6.5 | 6.5 | ||||||||
Net secured debt lease adjusted leverage ratio | 4 | 4 | 4 | 4 | ||||||||
Bond leverage ratio, per indentures | 6.5 | 6.5 | 6.5 | 6.5 | ||||||||
Revolving Credit Facility | ||||||||||||
Debt | ||||||||||||
Letters of credit outstanding | $ 54,638 | |||||||||||
Remaining amount available for borrowing under credit facility | $ 866,795 | |||||||||||
Revolving Credit Facility | New Credit Agreement | ||||||||||||
Debt | ||||||||||||
Optional additional commitments | $ 1,260,000 | |||||||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 0.25% | |||||||||||
Average interest rate (as a percent) | 3.50% | 3.50% | 3.50% | 3.50% | ||||||||
Fair Value | $ 828,567 | $ 466,593 | ||||||||||
Debt covenants | ||||||||||||
Long-term Debt, Gross | 828,567 | 466,593 | ||||||||||
Long-term Debt | $ 812,950 | 452,186 | ||||||||||
Revolving Credit Facility | New Credit Agreement | Minimum | ||||||||||||
Debt | ||||||||||||
Effective interest rate (as a percent) | 1.80% | 1.80% | 1.80% | 1.80% | ||||||||
Revolving Credit Facility | New Credit Agreement | Maximum | ||||||||||||
Debt | ||||||||||||
Effective interest rate (as a percent) | 5.80% | 5.80% | 5.80% | 5.80% | ||||||||
Term Loan Facility | New Credit Agreement | USD | ||||||||||||
Debt covenants | ||||||||||||
Long-term Debt, Gross | $ 618,300 | |||||||||||
Term Loan Facility | New Credit Agreement | Canada, Dollars | ||||||||||||
Debt covenants | ||||||||||||
Long-term Debt, Gross | $ 135,000 | |||||||||||
Term Loan Facility | New Credit Agreement | EUR | ||||||||||||
Debt covenants | ||||||||||||
Long-term Debt, Gross | € | € 92,000 | |||||||||||
Term Loan Facility | Term Loan A [Member] | ||||||||||||
Debt | ||||||||||||
Average interest rate (as a percent) | 3.80% | 3.80% | 3.80% | 3.80% | ||||||||
Fair Value | $ 246,875 | 243,750 | ||||||||||
Debt covenants | ||||||||||||
Long-term Debt, Gross | 246,875 | 243,750 | ||||||||||
Long-term Debt | $ 246,875 | 243,750 | ||||||||||
Term Loan Facility | Term Loan B [Member] | ||||||||||||
Debt | ||||||||||||
Average interest rate (as a percent) | 3.80% | 3.80% | 3.80% | 3.80% | ||||||||
Debt Instrument, Unamortized Discount | $ 1,694 | |||||||||||
Fair Value | 686,031 | 0 | ||||||||||
Debt covenants | ||||||||||||
Long-term Debt, Gross | 696,556 | 0 | ||||||||||
Long-term Debt | 687,189 | $ 0 | ||||||||||
Loans Payable [Member] | Term Loan B [Member] | Term Loan Facility | ||||||||||||
Debt | ||||||||||||
Maximum borrowing capacity | $ 700,000 | |||||||||||
Stated interest rate (as a percent) | 1.75% | |||||||||||
Debt covenants | ||||||||||||
Par percentage | 99.75% | |||||||||||
Proceeds from issuance of debt | $ 689,850 | |||||||||||
Principal payments | $ 1,750 | |||||||||||
Euro Notes 3 Percent due 2025 [Member] | ||||||||||||
Debt | ||||||||||||
Stated interest rate (as a percent) | 3.00% | 3.00% | 3.00% | 3.00% | 3.00% | |||||||
Fair Value | $ 346,582 | $ 364,776 | ||||||||||
Debt covenants | ||||||||||||
Long-term Debt, Gross | 350,508 | 359,386 | ||||||||||
Long-term Debt | $ 346,089 | $ 354,695 | ||||||||||
Senior Notes 4.875 Percent due 2027 | ||||||||||||
Debt | ||||||||||||
Stated interest rate (as a percent) | 4.875% | 4.875% | 4.875% | 4.875% | 4.875% | |||||||
Fair Value | $ 921,250 | $ 1,000,000 | ||||||||||
Debt covenants | ||||||||||||
Long-term Debt, Gross | 1,000,000 | 1,000,000 | ||||||||||
Long-term Debt | $ 986,847 | $ 986,134 | ||||||||||
Senior Notes 5.375 Percent due 2026 | ||||||||||||
Debt | ||||||||||||
Stated interest rate (as a percent) | 5.375% | 5.375% | 5.375% | 5.375% | 5.375% | |||||||
Fair Value | $ 238,125 | $ 256,875 | ||||||||||
Debt covenants | ||||||||||||
Long-term Debt, Gross | 250,000 | 250,000 | ||||||||||
Long-term Debt | $ 246,600 | $ 246,385 | ||||||||||
CAD 5.375 Percent Senior Notes due 2023 [Member] | ||||||||||||
Debt | ||||||||||||
Stated interest rate (as a percent) | 5.375% | 5.375% | 5.375% | 5.375% | 5.375% | |||||||
Fair Value | $ 191,519 | $ 208,631 | ||||||||||
Debt covenants | ||||||||||||
Long-term Debt, Gross | 190,330 | 199,171 | ||||||||||
Long-term Debt | $ 187,455 | 195,876 | ||||||||||
Australian Dollar Term Loan [Member] | ||||||||||||
Debt | ||||||||||||
Amount of quarterly installments based on the original principal (as a percentage) | $ 8,750 | $ 6,250 | ||||||||||
Average interest rate (as a percent) | 6.00% | 6.00% | 6.00% | 6.00% | ||||||||
Debt Instrument, Unamortized Discount | $ 2,011 | 1,545 | ||||||||||
Fair Value | 250,681 | 189,049 | ||||||||||
Debt covenants | ||||||||||||
Long-term Debt, Gross | $ 350,000 | $ 250,000 | 248,670 | 187,504 | ||||||||
Par percentage | 99.00% | |||||||||||
Net proceeds from sales of senior notes | $ 75,621 | $ 99,000 | ||||||||||
Long-term Debt | $ 245,237 | $ 184,122 | $ 338,438 | |||||||||
Australian Dollar Term Loan [Member] | BBSY | ||||||||||||
Debt covenants | ||||||||||||
Basis spread on variable rate | 3.875% | 4.30% |
Debt Covenant Ratios (Details)
Debt Covenant Ratios (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017USD ($) | Jun. 30, 2018 | |
Credit Agreement | ||
Debt Instrument [Line Items] | ||
Net total lease adjusted leverage ratio | 5 | 5.6 |
Net secured debt lease adjusted leverage ratio | 1.6 | 2.5 |
Bond leverage ratio, per indentures | 5.8 | 5.7 |
Fixed charge coverage ratio | 2.1 | 2.3 |
Credit Agreement | Maximum | ||
Debt Instrument [Line Items] | ||
Net total lease adjusted leverage ratio | 6.5 | |
Net secured debt lease adjusted leverage ratio | 4 | |
Bond leverage ratio, per indentures | 6.5 | |
Credit Agreement | Minimum | ||
Debt Instrument [Line Items] | ||
Fixed charge coverage ratio | 1.5 | |
Senior Notes 4.875 Percent due 2027, GBP Notes due 2025 and 5.25 Percent Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument Covenant, Indenture, Leverage Ratio Maximum | 7 | |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Repayments of Debt | $ 807,000 |
Selected Consolidated Financi58
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Balance Sheets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Current Assets: | ||||
Cash and Cash Equivalents | $ 188,192 | $ 925,699 | $ 291,019 | $ 236,484 |
Accounts Receivable | 867,041 | 835,742 | ||
Intercompany Receivable | 0 | 0 | ||
Prepaid expenses and other | 189,101 | 188,874 | ||
Total Current Assets | 1,244,334 | 1,950,315 | ||
Property, Plant and Equipment, Net | 4,406,487 | 3,417,679 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 0 | 0 | ||
Investment in Subsidiaries | 0 | 0 | ||
Goodwill | 4,466,634 | 4,070,267 | ||
Other | 1,695,079 | 1,534,141 | ||
Total Other Assets, Net | 6,161,713 | 5,604,408 | ||
Total Assets | 11,812,534 | 10,972,402 | 9,814,693 | |
Liabilities and Equity | ||||
Intercompany Payable | 0 | 0 | ||
Debit Balances Under Cash Pools | 0 | 0 | ||
Current Portion of Long-term Debt | 123,818 | 146,300 | ||
Total Other Current Liabilities | 1,149,285 | 1,183,873 | ||
Long-term Debt, Net of Current Portion | 7,961,761 | 6,896,971 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | ||
Other Long-term Liabilities | 424,883 | 354,998 | ||
Redeemable Noncontrolling Interest | 95,340 | 91,418 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 2,055,940 | 2,297,438 | ||
Noncontrolling Interests | 1,507 | 1,404 | ||
Total Equity | 2,057,447 | 2,298,842 | 1,857,297 | 1,936,671 |
Total Liabilities and Equity | 11,812,534 | 10,972,402 | ||
Eliminations | ||||
Current Assets: | ||||
Cash and Cash Equivalents | (89,919) | (94,726) | (161,550) | 0 |
Accounts Receivable | 0 | 0 | ||
Intercompany Receivable | (437,598) | (482,024) | ||
Prepaid expenses and other | (29) | (29) | ||
Total Current Assets | (527,546) | (576,779) | ||
Property, Plant and Equipment, Net | 0 | 0 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | (4,764,133) | (4,578,995) | ||
Investment in Subsidiaries | (2,828,005) | (2,744,044) | ||
Goodwill | 0 | 0 | ||
Other | 0 | 0 | ||
Total Other Assets, Net | (7,592,138) | (7,323,039) | ||
Total Assets | (8,119,684) | (7,899,818) | ||
Liabilities and Equity | ||||
Intercompany Payable | (437,598) | (482,024) | ||
Debit Balances Under Cash Pools | (89,919) | (94,726) | ||
Current Portion of Long-term Debt | (29) | (29) | ||
Total Other Current Liabilities | 0 | 0 | ||
Long-term Debt, Net of Current Portion | 0 | 0 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | (4,764,133) | (4,578,995) | ||
Other Long-term Liabilities | 0 | 0 | ||
Redeemable Noncontrolling Interest | 0 | 0 | ||
Total Iron Mountain Incorporated Stockholders' Equity | (2,828,005) | (2,744,044) | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | (2,828,005) | (2,744,044) | ||
Total Liabilities and Equity | (8,119,684) | (7,899,818) | ||
Parent | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 62 | 2,433 | 1,420 | 2,405 |
Accounts Receivable | 0 | 0 | ||
Intercompany Receivable | 0 | 332,293 | ||
Prepaid expenses and other | 318 | 1,579 | ||
Total Current Assets | 380 | 336,305 | ||
Property, Plant and Equipment, Net | 251 | 316 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 4,764,133 | 4,578,995 | ||
Investment in Subsidiaries | 1,892,689 | 1,858,045 | ||
Goodwill | 0 | 0 | ||
Other | 2,203 | 0 | ||
Total Other Assets, Net | 6,659,025 | 6,437,040 | ||
Total Assets | 6,659,656 | 6,773,661 | ||
Liabilities and Equity | ||||
Intercompany Payable | 114,379 | 0 | ||
Debit Balances Under Cash Pools | 0 | 0 | ||
Current Portion of Long-term Debt | 0 | 0 | ||
Total Other Current Liabilities | 246,808 | 235,062 | ||
Long-term Debt, Net of Current Portion | 4,227,267 | 4,232,759 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | ||
Other Long-term Liabilities | 0 | 0 | ||
Redeemable Noncontrolling Interest | 15,262 | 8,402 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 2,055,940 | 2,297,438 | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | 2,055,940 | 2,297,438 | ||
Total Liabilities and Equity | 6,659,656 | 6,773,661 | ||
Guarantors | ||||
Other Assets, Net: | ||||
Deposits | 42,000 | 38,400 | ||
Guarantors | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 50,056 | 634,317 | 39,397 | 23,380 |
Accounts Receivable | 58,280 | 32,972 | ||
Intercompany Receivable | 437,598 | 149,731 | ||
Prepaid expenses and other | 108,078 | 103,643 | ||
Total Current Assets | 654,012 | 920,663 | ||
Property, Plant and Equipment, Net | 2,939,491 | 2,030,875 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 0 | 0 | ||
Investment in Subsidiaries | 935,316 | 885,999 | ||
Goodwill | 2,860,920 | 2,577,310 | ||
Other | 944,678 | 796,913 | ||
Total Other Assets, Net | 4,740,914 | 4,260,222 | ||
Total Assets | 8,334,417 | 7,211,760 | ||
Liabilities and Equity | ||||
Intercompany Payable | 0 | 0 | ||
Debit Balances Under Cash Pools | 48,576 | 56,233 | ||
Current Portion of Long-term Debt | 60,363 | 54,247 | ||
Total Other Current Liabilities | 532,092 | 527,549 | ||
Long-term Debt, Net of Current Portion | 1,637,813 | 758,166 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 4,764,133 | 4,578,995 | ||
Other Long-term Liabilities | 118,575 | 113,024 | ||
Redeemable Noncontrolling Interest | 0 | 0 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 1,172,865 | 1,123,546 | ||
Noncontrolling Interests | 0 | 0 | ||
Total Equity | 1,172,865 | 1,123,546 | ||
Total Liabilities and Equity | 8,334,417 | 7,211,760 | ||
Non-Guarantor Subsidiaries including Canada Company [Member] | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 227,993 | 383,675 | ||
Accounts Receivable | 808,761 | 802,770 | ||
Intercompany Receivable | 0 | 0 | ||
Prepaid expenses and other | 80,734 | 83,681 | ||
Total Current Assets | 1,117,488 | 1,270,126 | ||
Property, Plant and Equipment, Net | 1,466,745 | 1,386,488 | ||
Other Assets, Net: | ||||
Long-term Notes Receivable from Affiliates and Intercompany Receivable | 0 | 0 | ||
Investment in Subsidiaries | 0 | 0 | ||
Goodwill | 1,605,714 | 1,492,957 | ||
Other | 748,198 | 737,228 | ||
Total Other Assets, Net | 2,353,912 | 2,230,185 | ||
Total Assets | 4,938,145 | 4,886,799 | ||
Liabilities and Equity | ||||
Intercompany Payable | 323,219 | 482,024 | ||
Debit Balances Under Cash Pools | 41,343 | 38,493 | ||
Current Portion of Long-term Debt | 63,484 | 92,082 | ||
Total Other Current Liabilities | 370,385 | 421,262 | ||
Long-term Debt, Net of Current Portion | 2,096,681 | 1,906,046 | ||
Long-term Notes Payable to Affiliates and Intercompany Payable | 0 | 0 | ||
Other Long-term Liabilities | 306,308 | 241,974 | ||
Redeemable Noncontrolling Interest | 80,078 | 83,016 | ||
Total Iron Mountain Incorporated Stockholders' Equity | 1,655,140 | 1,620,498 | ||
Noncontrolling Interests | 1,507 | 1,404 | ||
Total Equity | 1,656,647 | 1,621,902 | ||
Total Liabilities and Equity | 4,938,145 | 4,886,799 | ||
Non-Guarantors | ||||
Other Assets, Net: | ||||
Deposits | 50,600 | 62,000 | ||
Non-Guarantors | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 411,752 | 193,589 | ||
Canada Company | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | $ 0 | $ 17,110 | ||
Non-Guarantor Subsidiaries including Canada Company [Member] | Reportable legal entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | $ 227,993 | $ 383,675 |
Selected Consolidated Financi59
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Consolidating financial statements | ||||
Revenues | $ 1,060,823 | $ 949,806 | $ 2,103,281 | $ 1,888,682 |
Intercompany | 0 | 0 | 0 | 0 |
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | 701,790 | 651,729 | 1,420,241 | 1,318,602 |
Intercompany | 0 | 0 | 0 | 0 |
Income (loss) from discontinued operations, net of tax | (360) | (2,026) | (822) | (2,363) |
Operating Expenses: | ||||
Selling, General and Administrative | 250,326 | 237,445 | 520,056 | 477,611 |
Depreciation and Amortization | 156,220 | 128,099 | 316,798 | 252,806 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | (546) | (216) | (1,676) | (675) |
Total Operating Expenses | 857,464 | 779,612 | 1,735,363 | 1,570,733 |
Operating Income (Loss) | 203,359 | 170,194 | 367,918 | 317,949 |
Interest Expense (Income), Net | 102,107 | 89,966 | 199,733 | 176,021 |
Other (Income) Expense, Net | (19,056) | (19,366) | 1,095 | (25,730) |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 120,308 | 99,594 | 167,090 | 167,658 |
Provision (Benefit) for Income Taxes | 26,405 | 18,009 | 27,573 | 27,229 |
Gain on Sale of Real Estate, Net of Tax | 0 | (1,563) | 0 | (1,563) |
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 0 | 0 | 0 | 0 |
Income (Loss) from Continuing Operations | 93,903 | 83,148 | 139,517 | 141,992 |
Net income (loss) | 93,543 | 81,122 | 138,695 | 139,629 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 142 | 2,492 | 610 | 2,874 |
Net income (loss) attributable to Iron Mountain Incorporated | 93,401 | 78,630 | 138,085 | 136,755 |
Net income (loss) | 93,543 | 81,122 | 138,695 | 139,629 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | (139,172) | 7,538 | (107,521) | 58,322 |
Other Comprehensive Income (Loss), Securities, Available-for-sale, Adjustment, after Tax | 2,203 | |||
Change in Fair Value of Interest Rate Swap Agreements | 2,388 | 0 | 2,203 | 0 |
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 0 | 0 | 0 | 0 |
Total Other Comprehensive Income (Loss) | (136,784) | 7,538 | (105,318) | 58,322 |
Comprehensive Income (Loss) | (43,241) | 88,660 | 33,377 | 197,951 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | (3,274) | 2,381 | (1,247) | 2,213 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | (39,967) | 86,279 | 34,624 | 195,738 |
Eliminations | ||||
Consolidating financial statements | ||||
Revenues | (5,521) | (22,790) | (11,217) | (46,229) |
Intercompany | (5,521) | (22,790) | (11,217) | (46,229) |
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | 0 | 0 | 0 | 0 |
Intercompany | (5,521) | (22,790) | (11,217) | (46,229) |
Income (loss) from discontinued operations, net of tax | 0 | 0 | 0 | 0 |
Operating Expenses: | ||||
Depreciation and Amortization | 0 | 0 | 0 | 0 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 0 | 0 | 0 | 0 |
Total Operating Expenses | (5,521) | (22,790) | (11,217) | (46,229) |
Operating Income (Loss) | 0 | 0 | 0 | 0 |
Interest Expense (Income), Net | 0 | 0 | 0 | 0 |
Other (Income) Expense, Net | 0 | 0 | 0 | 0 |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 0 | 0 | 0 | 0 |
Provision (Benefit) for Income Taxes | 0 | 0 | 0 | 0 |
Gain on Sale of Real Estate, Net of Tax | 0 | 0 | ||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 186,260 | 163,769 | 276,939 | 297,268 |
Income (Loss) from Continuing Operations | (186,260) | (163,769) | (276,939) | (297,268) |
Net income (loss) | (186,260) | (163,769) | (276,939) | (297,268) |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | (186,260) | (163,769) | (276,939) | (297,268) |
Net income (loss) | (186,260) | (163,769) | (276,939) | (297,268) |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 0 | 0 | 0 | 0 |
Other Comprehensive Income (Loss), Securities, Available-for-sale, Adjustment, after Tax | 0 | |||
Change in Fair Value of Interest Rate Swap Agreements | 0 | |||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 275,878 | (29,612) | 201,810 | (111,480) |
Total Other Comprehensive Income (Loss) | 275,878 | (29,612) | 201,810 | (111,480) |
Comprehensive Income (Loss) | 89,618 | (193,381) | (75,129) | (408,748) |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 89,618 | (193,381) | (75,129) | (408,748) |
Parent | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 0 | 0 | 0 | 0 |
Intercompany | 0 | 0 | 0 | 0 |
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | 36 | 273 | 79 | 352 |
Intercompany | 0 | 0 | 0 | 0 |
Income (loss) from discontinued operations, net of tax | 0 | 0 | 0 | 0 |
Operating Expenses: | ||||
Depreciation and Amortization | 32 | 43 | 65 | 89 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 0 | 0 | 0 | 0 |
Total Operating Expenses | 68 | 316 | 144 | 441 |
Operating Income (Loss) | (68) | (316) | (144) | (441) |
Interest Expense (Income), Net | 50,313 | 40,377 | 100,254 | 83,161 |
Other (Income) Expense, Net | 2,767 | 339 | 1,610 | 420 |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | (53,148) | (41,032) | (102,008) | (84,022) |
Provision (Benefit) for Income Taxes | 0 | 0 | 0 | 0 |
Gain on Sale of Real Estate, Net of Tax | 0 | 0 | ||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (146,549) | (119,662) | (240,093) | (220,777) |
Income (Loss) from Continuing Operations | 93,401 | 78,630 | 138,085 | 136,755 |
Net income (loss) | 93,401 | 78,630 | 138,085 | 136,755 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | 93,401 | 78,630 | 138,085 | 136,755 |
Net income (loss) | 93,401 | 78,630 | 138,085 | 136,755 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 10,257 | (7,076) | 4,622 | (8,148) |
Other Comprehensive Income (Loss), Securities, Available-for-sale, Adjustment, after Tax | 2,203 | |||
Change in Fair Value of Interest Rate Swap Agreements | 2,388 | |||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | (146,018) | 14,725 | (110,286) | 67,131 |
Total Other Comprehensive Income (Loss) | (133,373) | 7,649 | (103,461) | 58,983 |
Comprehensive Income (Loss) | (39,972) | 86,279 | 34,624 | 195,738 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | (39,972) | 86,279 | 34,624 | 195,738 |
Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 643,068 | 575,352 | 1,270,979 | 1,144,009 |
Intercompany | 1,216 | 1,141 | 2,421 | 2,238 |
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | 419,099 | 389,679 | 850,610 | 791,713 |
Intercompany | 4,305 | 6,590 | 8,796 | 13,196 |
Income (loss) from discontinued operations, net of tax | (273) | (1,155) | (695) | (957) |
Operating Expenses: | ||||
Depreciation and Amortization | 96,170 | 75,129 | 198,616 | 151,290 |
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | (462) | (246) | (818) | (794) |
Total Operating Expenses | 519,112 | 471,152 | 1,057,204 | 955,405 |
Operating Income (Loss) | 123,956 | 104,200 | 213,775 | 188,604 |
Interest Expense (Income), Net | 3,005 | 15,637 | 1,497 | 12,358 |
Other (Income) Expense, Net | 6,575 | 543 | 8,135 | 3,062 |
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 114,376 | 88,020 | 204,143 | 173,184 |
Provision (Benefit) for Income Taxes | 12,509 | 436 | 5,797 | 13,180 |
Gain on Sale of Real Estate, Net of Tax | 0 | 0 | ||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (39,711) | (29,962) | (36,846) | (53,375) |
Income (Loss) from Continuing Operations | 141,578 | 117,546 | 235,192 | 213,379 |
Net income (loss) | 141,305 | 116,391 | 234,497 | 212,422 |
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | 0 |
Net income (loss) attributable to Iron Mountain Incorporated | 141,305 | 116,391 | 234,497 | 212,422 |
Net income (loss) | 141,305 | 116,391 | 234,497 | 212,422 |
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 0 | 0 | 0 | 0 |
Other Comprehensive Income (Loss), Securities, Available-for-sale, Adjustment, after Tax | 0 | |||
Change in Fair Value of Interest Rate Swap Agreements | 0 | |||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | (129,860) | 11,213 | (91,524) | 39,753 |
Total Other Comprehensive Income (Loss) | (129,860) | 11,213 | (91,524) | 39,753 |
Comprehensive Income (Loss) | 11,445 | 127,604 | 142,973 | 252,175 |
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | 0 | |
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 11,445 | 127,604 | 142,973 | 252,175 |
Non-Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 349,657 | 695,259 | ||
Intercompany | 21,649 | 43,991 | ||
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | 251,192 | 504,841 | ||
Intercompany | 1,141 | 2,238 | ||
Income (loss) from discontinued operations, net of tax | (871) | (1,406) | ||
Operating Expenses: | ||||
Depreciation and Amortization | 48,618 | 92,880 | ||
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 26 | 113 | ||
Total Operating Expenses | 300,977 | 600,072 | ||
Operating Income (Loss) | 48,680 | 95,187 | ||
Interest Expense (Income), Net | 39,987 | 74,867 | ||
Other (Income) Expense, Net | (20,121) | (29,058) | ||
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 28,814 | 49,378 | ||
Provision (Benefit) for Income Taxes | 7,563 | 7,527 | ||
Gain on Sale of Real Estate, Net of Tax | (1,563) | (1,563) | ||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (13,782) | (22,596) | ||
Income (Loss) from Continuing Operations | 36,596 | 66,010 | ||
Net income (loss) | 35,725 | 64,604 | ||
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 2,492 | 2,874 | ||
Net income (loss) attributable to Iron Mountain Incorporated | 33,233 | 61,730 | ||
Net income (loss) | 35,725 | 64,604 | ||
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 11,910 | 63,131 | ||
Other Comprehensive Income (Loss), Securities, Available-for-sale, Adjustment, after Tax | 0 | |||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 2,704 | 3,339 | ||
Total Other Comprehensive Income (Loss) | 14,614 | 66,470 | ||
Comprehensive Income (Loss) | 50,339 | 131,074 | ||
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 2,381 | 2,213 | ||
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 47,958 | 128,861 | ||
Non-Guarantor Subsidiaries including Canada Company [Member] | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 423,276 | 843,519 | ||
Intercompany | 4,305 | 8,796 | ||
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | 282,655 | 569,552 | ||
Intercompany | 1,216 | 2,421 | ||
Income (loss) from discontinued operations, net of tax | (87) | (127) | ||
Operating Expenses: | ||||
Depreciation and Amortization | 60,018 | 118,117 | ||
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | (84) | (858) | ||
Total Operating Expenses | 343,805 | 689,232 | ||
Operating Income (Loss) | 79,471 | 154,287 | ||
Interest Expense (Income), Net | 48,789 | 97,982 | ||
Other (Income) Expense, Net | (28,398) | (8,650) | ||
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 59,080 | 64,955 | ||
Provision (Benefit) for Income Taxes | 13,896 | 21,776 | ||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | 0 | 0 | ||
Income (Loss) from Continuing Operations | 45,184 | 43,179 | ||
Net income (loss) | 45,097 | 43,052 | ||
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 142 | 610 | ||
Net income (loss) attributable to Iron Mountain Incorporated | 44,955 | 42,442 | ||
Net income (loss) | 45,097 | 43,052 | ||
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | (149,429) | (112,143) | ||
Change in Fair Value of Interest Rate Swap Agreements | 0 | |||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 0 | 0 | ||
Total Other Comprehensive Income (Loss) | (149,429) | (112,143) | ||
Comprehensive Income (Loss) | (104,332) | (69,091) | ||
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | (3,274) | (1,247) | ||
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | (101,058) | (67,844) | ||
Canada Company | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 47,587 | 95,643 | ||
Intercompany | 0 | 0 | ||
Cost of sales (excluding depreciation and amortization) and Selling, general and administrative | 10,585 | 21,696 | ||
Intercompany | 15,059 | 30,795 | ||
Income (loss) from discontinued operations, net of tax | 0 | 0 | ||
Operating Expenses: | ||||
Depreciation and Amortization | 4,309 | 8,547 | ||
Loss (Gain) on Disposal/Write-down of Property, Plant and Equipment (Excluding Real Estate), net | 4 | 6 | ||
Total Operating Expenses | 61,044 | |||
Operating Income (Loss) | 17,630 | 34,599 | ||
Interest Expense (Income), Net | (6,035) | 5,635 | ||
Other (Income) Expense, Net | (127) | (154) | ||
Income (Loss) from Continuing Operations Before Provision (Benefit) for Income Taxes and Gain on Sale of Real Estate | 23,792 | 29,118 | ||
Provision (Benefit) for Income Taxes | 10,010 | 6,522 | ||
Gain on Sale of Real Estate, Net of Tax | 0 | 0 | ||
Equity in the (Earnings) Losses of Subsidiaries, Net of Tax | (363) | (520) | ||
Income (Loss) from Continuing Operations | 14,145 | 23,116 | ||
Net income (loss) | 14,145 | 23,116 | ||
Less: Net Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | ||
Net income (loss) attributable to Iron Mountain Incorporated | 14,145 | 23,116 | ||
Net income (loss) | 14,145 | 23,116 | ||
Other Comprehensive Income (Loss): | ||||
Foreign Currency Translation Adjustments | 2,704 | 3,339 | ||
Equity in Other Comprehensive Income (Loss) of Subsidiaries | 970 | 1,257 | ||
Total Other Comprehensive Income (Loss) | 3,674 | 4,596 | ||
Comprehensive Income (Loss) | 17,819 | 27,712 | ||
Comprehensive Income (Loss) Attributable to Noncontrolling Interests | 0 | 0 | ||
Comprehensive Income (Loss) Attributable to Iron Mountain Incorporated | 17,819 | 27,712 | ||
Canada Company | Canada Company | Reportable legal entities | ||||
Operating Expenses: | ||||
Total Operating Expenses | 29,957 | |||
Storage Rental And Service [Member] | ||||
Consolidating financial statements | ||||
Revenues | 1,060,823 | 949,806 | 2,103,281 | 1,888,682 |
Storage Rental And Service [Member] | Eliminations | ||||
Consolidating financial statements | ||||
Revenues | 0 | 0 | 0 | 0 |
Storage Rental And Service [Member] | Parent | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 0 | 0 | 0 | 0 |
Storage Rental And Service [Member] | Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 641,852 | 574,211 | 1,268,558 | 1,141,771 |
Storage Rental And Service [Member] | Non-Guarantors | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | 328,008 | 651,268 | ||
Storage Rental And Service [Member] | Non-Guarantor Subsidiaries including Canada Company [Member] | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | $ 418,971 | $ 834,723 | ||
Storage Rental And Service [Member] | Canada Company | Reportable legal entities | ||||
Consolidating financial statements | ||||
Revenues | $ 47,587 | $ 95,643 |
Selected Consolidated Financi60
Selected Consolidated Financial Statements of Parent, Guarantors, Canada Company and Non-Guarantors - Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | $ 393,806 | $ 322,040 | ||
Cash Flows from Operating Activities—Discontinued Operations | (477) | (2,363) | ||
Cash Flows from Operating Activities | 393,329 | 319,677 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | $ (121,996) | $ (92,005) | (217,601) | (165,207) |
Cash paid for acquisitions, net of cash acquired | (237,895) | (26,036) | (1,666,869) | (38,223) |
Payments to Fund Long-term Loans to Related Parties | 0 | |||
Intercompany loans to subsidiaries | 0 | |||
Investment in subsidiaries | 0 | 0 | ||
Acquisitions of customer relationships and customer inducements | (7,107) | (37,233) | (28,510) | |
Net proceeds from Divestments (see Note 10) | 0 | 2,423 | ||
Proceeds from sales of property and equipment and other, net (including real estate) | 207 | 8,547 | ||
Cash Flows from Investing Activities—Continuing Operations | (1,921,496) | (220,970) | ||
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Investing Activities | (1,921,496) | (220,970) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit, term loan facilities and other debt | (7,876,796) | (5,751,416) | ||
Proceeds from revolving credit, term loan facilities and other debt | 8,944,416 | 5,494,125 | ||
Net proceeds from sales of senior notes | 0 | 332,683 | ||
Borrowings under cash pools | 0 | 0 | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | (1,079) | 10,151 | ||
Intercompany loans from parent | 0 | 0 | ||
Equity contribution from parent | 0 | |||
Parent cash dividends | (337,052) | (147,393) | ||
Net proceeds (payments) associated with employee stock-based awards | (2,259) | 810 | ||
Net proceeds associated with the Over-Allotment Option (see Note 9) | 76,192 | 0 | ||
Proceeds From Issuance Of At The Market Program | 8,716 | 0 | ||
Payment of debt financing and stock issuance costs | (13,385) | (544) | ||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 798,753 | (61,584) | ||
Cash Flows from Financing Activities—Discontinued Operations | 0 | 0 | ||
Net Cash Provided by (Used in) Financing Activities | 798,753 | (61,584) | ||
Effect of exchange rates on cash and cash equivalents | (8,093) | 17,412 | ||
(Decrease) Increase in cash and cash equivalents | (737,507) | 54,535 | ||
Cash and cash equivalents, beginning of period | 925,699 | 236,484 | ||
Cash and cash equivalents, end of period | 188,192 | 291,019 | 188,192 | 291,019 |
Eliminations | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | 0 | 0 | ||
Cash Flows from Operating Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Operating Activities | 0 | 0 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | 0 | 0 | ||
Cash paid for acquisitions, net of cash acquired | 0 | 0 | ||
Payments to Fund Long-term Loans to Related Parties | (93,235) | |||
Intercompany loans to subsidiaries | (389,515) | |||
Investment in subsidiaries | 0 | 16,170 | ||
Acquisitions of customer relationships and customer inducements | 0 | 0 | ||
Net proceeds from Divestments (see Note 10) | 0 | |||
Proceeds from sales of property and equipment and other, net (including real estate) | 0 | 0 | ||
Cash Flows from Investing Activities—Continuing Operations | (389,515) | 109,405 | ||
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Investing Activities | (389,515) | 109,405 | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit, term loan facilities and other debt | 0 | 0 | ||
Proceeds from revolving credit, term loan facilities and other debt | 0 | 0 | ||
Net proceeds from sales of senior notes | 0 | |||
Borrowings under cash pools | 4,807 | (161,550) | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | 389,515 | (93,235) | ||
Equity contribution from parent | (16,170) | |||
Parent cash dividends | 0 | 0 | ||
Net proceeds (payments) associated with employee stock-based awards | 0 | 0 | ||
Net proceeds associated with the Over-Allotment Option (see Note 9) | 0 | |||
Proceeds From Issuance Of At The Market Program | 0 | |||
Payment of debt financing and stock issuance costs | 0 | 0 | ||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 394,322 | (270,955) | ||
Cash Flows from Financing Activities—Discontinued Operations | 0 | 0 | ||
Net Cash Provided by (Used in) Financing Activities | 394,322 | (270,955) | ||
Effect of exchange rates on cash and cash equivalents | 0 | 0 | ||
(Decrease) Increase in cash and cash equivalents | 4,807 | (161,550) | ||
Cash and cash equivalents, beginning of period | (94,726) | 0 | ||
Cash and cash equivalents, end of period | (89,919) | (161,550) | (89,919) | (161,550) |
Parent | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | (117,979) | (81,406) | ||
Cash Flows from Operating Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Operating Activities | (117,979) | (81,406) | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | 0 | 0 | ||
Cash paid for acquisitions, net of cash acquired | 0 | 0 | ||
Payments to Fund Long-term Loans to Related Parties | 51,119 | |||
Intercompany loans to subsidiaries | 370,423 | |||
Investment in subsidiaries | 0 | (16,170) | ||
Acquisitions of customer relationships and customer inducements | 0 | 0 | ||
Net proceeds from Divestments (see Note 10) | 0 | |||
Proceeds from sales of property and equipment and other, net (including real estate) | 0 | 0 | ||
Cash Flows from Investing Activities—Continuing Operations | 370,423 | (67,289) | ||
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Investing Activities | 370,423 | (67,289) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit, term loan facilities and other debt | 0 | (262,579) | ||
Proceeds from revolving credit, term loan facilities and other debt | 0 | 224,660 | ||
Net proceeds from sales of senior notes | 332,683 | |||
Borrowings under cash pools | 0 | 0 | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | 0 | 0 | ||
Equity contribution from parent | 0 | |||
Parent cash dividends | (337,052) | (147,393) | ||
Net proceeds (payments) associated with employee stock-based awards | (2,259) | 810 | ||
Net proceeds associated with the Over-Allotment Option (see Note 9) | 76,192 | |||
Proceeds From Issuance Of At The Market Program | 8,716 | |||
Payment of debt financing and stock issuance costs | (412) | (471) | ||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | (254,815) | 147,710 | ||
Cash Flows from Financing Activities—Discontinued Operations | 0 | 0 | ||
Net Cash Provided by (Used in) Financing Activities | (254,815) | 147,710 | ||
Effect of exchange rates on cash and cash equivalents | 0 | 0 | ||
(Decrease) Increase in cash and cash equivalents | (2,371) | (985) | ||
Cash and cash equivalents, beginning of period | 2,433 | 2,405 | ||
Cash and cash equivalents, end of period | 62 | 1,420 | 62 | 1,420 |
Guarantors | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | 409,167 | 305,548 | ||
Cash Flows from Operating Activities—Discontinued Operations | (477) | (957) | ||
Cash Flows from Operating Activities | 408,690 | 304,591 | ||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | (142,737) | (124,559) | ||
Cash paid for acquisitions, net of cash acquired | (1,314,370) | (6,380) | ||
Payments to Fund Long-term Loans to Related Parties | 41,642 | |||
Intercompany loans to subsidiaries | 19,092 | |||
Investment in subsidiaries | 0 | 0 | ||
Acquisitions of customer relationships and customer inducements | (24,922) | (26,924) | ||
Net proceeds from Divestments (see Note 10) | 0 | |||
Proceeds from sales of property and equipment and other, net (including real estate) | 0 | 12,933 | ||
Cash Flows from Investing Activities—Continuing Operations | (1,462,937) | (186,572) | ||
Cash Flows from Investing Activities—Discontinued Operations | 0 | 0 | ||
Cash Flows from Investing Activities | (1,462,937) | (186,572) | ||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit, term loan facilities and other debt | (3,657,315) | (3,197,148) | ||
Proceeds from revolving credit, term loan facilities and other debt | 4,531,603 | 2,913,810 | ||
Net proceeds from sales of senior notes | 0 | |||
Borrowings under cash pools | (7,657) | 136,379 | ||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | 0 | 0 | ||
Intercompany loans from parent | (384,323) | 44,957 | ||
Equity contribution from parent | 0 | |||
Parent cash dividends | 0 | 0 | ||
Net proceeds (payments) associated with employee stock-based awards | 0 | 0 | ||
Net proceeds associated with the Over-Allotment Option (see Note 9) | 0 | |||
Proceeds From Issuance Of At The Market Program | 0 | |||
Payment of debt financing and stock issuance costs | (12,322) | 0 | ||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 469,986 | (102,002) | ||
Cash Flows from Financing Activities—Discontinued Operations | 0 | 0 | ||
Net Cash Provided by (Used in) Financing Activities | 469,986 | (102,002) | ||
Effect of exchange rates on cash and cash equivalents | 0 | 0 | ||
(Decrease) Increase in cash and cash equivalents | (584,261) | 16,017 | ||
Cash and cash equivalents, beginning of period | 634,317 | 23,380 | ||
Cash and cash equivalents, end of period | 50,056 | 39,397 | 50,056 | 39,397 |
Non-Guarantors | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | 69,922 | |||
Cash Flows from Operating Activities—Discontinued Operations | (1,406) | |||
Cash Flows from Operating Activities | 68,516 | |||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | (36,477) | |||
Cash paid for acquisitions, net of cash acquired | (31,843) | |||
Payments to Fund Long-term Loans to Related Parties | 474 | |||
Investment in subsidiaries | 0 | |||
Acquisitions of customer relationships and customer inducements | (1,176) | |||
Net proceeds from Divestments (see Note 10) | 2,423 | |||
Proceeds from sales of property and equipment and other, net (including real estate) | (4,388) | |||
Cash Flows from Investing Activities—Continuing Operations | (71,935) | |||
Cash Flows from Investing Activities—Discontinued Operations | 0 | |||
Cash Flows from Investing Activities | (71,935) | |||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit, term loan facilities and other debt | (2,291,638) | |||
Proceeds from revolving credit, term loan facilities and other debt | 2,355,655 | |||
Net proceeds from sales of senior notes | 0 | |||
Borrowings under cash pools | 25,171 | |||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | 10,151 | |||
Intercompany loans from parent | 91,367 | |||
Equity contribution from parent | 16,170 | |||
Parent cash dividends | 0 | |||
Net proceeds (payments) associated with employee stock-based awards | 0 | |||
Payment of debt financing and stock issuance costs | 0 | |||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 206,876 | |||
Cash Flows from Financing Activities—Discontinued Operations | 0 | |||
Net Cash Provided by (Used in) Financing Activities | 206,876 | |||
Effect of exchange rates on cash and cash equivalents | 14,706 | |||
(Decrease) Increase in cash and cash equivalents | 218,163 | |||
Cash and cash equivalents, beginning of period | 193,589 | |||
Cash and cash equivalents, end of period | 411,752 | 411,752 | ||
Canada Company | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | 27,976 | |||
Cash Flows from Operating Activities—Discontinued Operations | 0 | |||
Cash Flows from Operating Activities | 27,976 | |||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | (4,171) | |||
Cash paid for acquisitions, net of cash acquired | 0 | |||
Payments to Fund Long-term Loans to Related Parties | 0 | |||
Investment in subsidiaries | 0 | |||
Acquisitions of customer relationships and customer inducements | (410) | |||
Net proceeds from Divestments (see Note 10) | 0 | |||
Proceeds from sales of property and equipment and other, net (including real estate) | 2 | |||
Cash Flows from Investing Activities—Continuing Operations | (4,579) | |||
Cash Flows from Investing Activities—Discontinued Operations | 0 | |||
Cash Flows from Investing Activities | (4,579) | |||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit, term loan facilities and other debt | (51) | |||
Proceeds from revolving credit, term loan facilities and other debt | 0 | |||
Net proceeds from sales of senior notes | 0 | |||
Borrowings under cash pools | 0 | |||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | 0 | |||
Intercompany loans from parent | (43,089) | |||
Equity contribution from parent | 0 | |||
Parent cash dividends | 0 | |||
Net proceeds (payments) associated with employee stock-based awards | 0 | |||
Payment of debt financing and stock issuance costs | (73) | |||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | (43,213) | |||
Cash Flows from Financing Activities—Discontinued Operations | 0 | |||
Net Cash Provided by (Used in) Financing Activities | (43,213) | |||
Effect of exchange rates on cash and cash equivalents | 2,706 | |||
(Decrease) Increase in cash and cash equivalents | (17,110) | |||
Cash and cash equivalents, beginning of period | 17,110 | |||
Cash and cash equivalents, end of period | $ 0 | $ 0 | ||
Non-Guarantor Subsidiaries including Canada Company [Member] | Reportable legal entities | ||||
Cash Flows from Operating Activities: | ||||
Cash Flows from Operating Activities—Continuing Operations | 102,618 | |||
Cash Flows from Operating Activities—Discontinued Operations | 0 | |||
Cash Flows from Operating Activities | 102,618 | |||
Cash Flows from Investing Activities: | ||||
Capital expenditures (see Liquidity and Capital Resources section of Management's Discussion & Analysis of Financial Condition and Results of Operations) | (74,864) | |||
Cash paid for acquisitions, net of cash acquired | (352,499) | |||
Intercompany loans to subsidiaries | 0 | |||
Investment in subsidiaries | 0 | |||
Acquisitions of customer relationships and customer inducements | (12,311) | |||
Proceeds from sales of property and equipment and other, net (including real estate) | 207 | |||
Cash Flows from Investing Activities—Continuing Operations | (439,467) | |||
Cash Flows from Investing Activities—Discontinued Operations | 0 | |||
Cash Flows from Investing Activities | (439,467) | |||
Cash Flows from Financing Activities: | ||||
Repayment of revolving credit, term loan facilities and other debt | (4,219,481) | |||
Proceeds from revolving credit, term loan facilities and other debt | 4,412,813 | |||
Borrowings under cash pools | 2,850 | |||
Debt financing from (repayment to) and equity contribution from (distribution to) noncontrolling interests, net | (1,079) | |||
Intercompany loans from parent | (5,192) | |||
Parent cash dividends | 0 | |||
Net proceeds (payments) associated with employee stock-based awards | 0 | |||
Net proceeds associated with the Over-Allotment Option (see Note 9) | 0 | |||
Proceeds From Issuance Of At The Market Program | 0 | |||
Payment of debt financing and stock issuance costs | (651) | |||
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | 189,260 | |||
Cash Flows from Financing Activities—Discontinued Operations | 0 | |||
Net Cash Provided by (Used in) Financing Activities | 189,260 | |||
Effect of exchange rates on cash and cash equivalents | (8,093) | |||
(Decrease) Increase in cash and cash equivalents | (155,682) | |||
Cash and cash equivalents, beginning of period | 383,675 | |||
Cash and cash equivalents, end of period | $ 227,993 | $ 227,993 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2017segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 6 |
Segment Information - Segment R
Segment Information - Segment Reporting Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Segment information | |||||
Revenues | $ 1,060,823 | $ 949,806 | $ 2,103,281 | $ 1,888,682 | |
Depreciation and Amortization | 156,220 | 128,099 | 316,798 | 252,806 | |
Depreciation | 111,501 | 102,315 | 224,933 | 201,907 | |
Amortization | 44,719 | 25,784 | 91,865 | 50,899 | |
Adjusted EBITDA | 369,454 | 318,054 | 712,469 | 610,628 | |
Assets | 11,812,534 | 9,814,693 | 11,812,534 | 9,814,693 | $ 10,972,402 |
Expenditures for Segment Assets | 379,078 | 125,148 | 1,921,703 | 231,940 | |
Capital Expenditures | 121,996 | 92,005 | 217,601 | 165,207 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 237,895 | 26,036 | 1,666,869 | 38,223 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 19,187 | 37,233 | |||
Acquisitions of customer relationships and customer inducements | 7,107 | 37,233 | 28,510 | ||
North American Records and Information Management business | |||||
Segment information | |||||
Revenues | 539,080 | 509,597 | 1,065,923 | 1,017,194 | |
Depreciation and Amortization | 60,970 | 58,628 | 123,722 | 119,163 | |
Depreciation | 48,252 | 50,119 | 97,390 | 102,071 | |
Amortization | 12,718 | 8,509 | 26,332 | 17,092 | |
Adjusted EBITDA | 244,861 | 220,768 | 470,599 | 430,298 | |
Assets | 5,010,186 | 4,987,060 | 5,010,186 | 4,987,060 | |
Expenditures for Segment Assets | 41,364 | 52,640 | 84,545 | 104,528 | |
Capital Expenditures | 25,122 | 46,235 | 54,992 | 72,813 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | 1,551 | 4,379 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 16,242 | 28,002 | |||
Acquisitions of customer relationships and customer inducements | 6,405 | 27,336 | |||
North American Data Management Business | |||||
Segment information | |||||
Revenues | 100,031 | 99,677 | 199,995 | 200,511 | |
Depreciation and Amortization | 9,538 | 8,272 | 19,642 | 16,523 | |
Depreciation | 7,217 | 6,091 | 15,240 | 12,154 | |
Amortization | 2,321 | 2,181 | 4,402 | 4,369 | |
Adjusted EBITDA | 55,280 | 55,448 | 109,132 | 110,718 | |
Assets | 829,682 | 826,868 | 829,682 | 826,868 | |
Expenditures for Segment Assets | 3,643 | 7,174 | 10,496 | 15,080 | |
Capital Expenditures | 3,643 | 7,174 | 10,496 | 15,080 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | 0 | 0 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 0 | 0 | |||
Acquisitions of customer relationships and customer inducements | 0 | 0 | |||
Western European Business | |||||
Segment information | |||||
Revenues | 136,215 | 121,866 | 273,087 | 241,938 | |
Depreciation and Amortization | 17,700 | 16,124 | 35,470 | 30,421 | |
Depreciation | 11,958 | 12,366 | 24,863 | 23,254 | |
Amortization | 5,742 | 3,758 | 10,607 | 7,167 | |
Adjusted EBITDA | 46,413 | 36,528 | 90,495 | 70,670 | |
Assets | 1,355,980 | 983,797 | 1,355,980 | 983,797 | |
Expenditures for Segment Assets | 27,799 | 2,079 | 35,383 | 7,104 | |
Capital Expenditures | 25,336 | 1,723 | 31,487 | 6,621 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | 0 | 0 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 2,463 | 3,896 | |||
Acquisitions of customer relationships and customer inducements | 356 | 483 | |||
Other International Business | |||||
Segment information | |||||
Revenues | 204,752 | 192,405 | 412,722 | 381,646 | |
Depreciation and Amortization | 30,164 | 30,203 | 61,823 | 57,879 | |
Depreciation | 18,062 | 20,518 | 36,979 | 39,823 | |
Amortization | 12,102 | 9,685 | 24,844 | 18,056 | |
Adjusted EBITDA | 60,633 | 56,166 | 121,264 | 111,513 | |
Assets | 2,235,790 | 2,215,589 | 2,235,790 | 2,215,589 | |
Expenditures for Segment Assets | 30,047 | 43,084 | 62,103 | 61,704 | |
Capital Expenditures | 13,681 | 16,702 | 38,719 | 29,169 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 16,188 | 26,036 | 19,396 | 31,844 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 178 | 3,988 | |||
Acquisitions of customer relationships and customer inducements | 346 | 691 | |||
Global Data Center Business | |||||
Segment information | |||||
Revenues | 54,895 | 10,360 | 101,498 | 16,583 | |
Depreciation and Amortization | 22,503 | 1,595 | 44,771 | 3,019 | |
Depreciation | 13,120 | 1,531 | 24,500 | 2,891 | |
Amortization | 9,383 | 64 | 20,271 | 128 | |
Adjusted EBITDA | 24,901 | 5,991 | 45,691 | 7,497 | |
Assets | 1,909,088 | 207,777 | 1,909,088 | 207,777 | |
Expenditures for Segment Assets | 265,173 | 8,797 | 1,703,185 | 17,692 | |
Capital Expenditures | 43,162 | 8,797 | 56,273 | 17,692 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 221,707 | 0 | 1,645,922 | 0 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 304 | 990 | |||
Acquisitions of customer relationships and customer inducements | 0 | 0 | |||
Corporate and Other | |||||
Segment information | |||||
Revenues | 25,850 | 15,901 | 50,056 | 30,810 | |
Depreciation and Amortization | 15,345 | 13,277 | 31,370 | 25,801 | |
Depreciation | 12,892 | 11,690 | 25,961 | 21,714 | |
Amortization | 2,453 | 1,587 | 5,409 | 4,087 | |
Adjusted EBITDA | (62,634) | (56,847) | (124,712) | (120,068) | |
Assets | 471,808 | 593,602 | 471,808 | 593,602 | |
Expenditures for Segment Assets | 11,052 | 11,374 | 25,991 | 25,832 | |
Capital Expenditures | 11,052 | 11,374 | 25,634 | 23,832 | |
Cash Paid for Acquisitions, Net of Cash Acquired | 0 | 0 | 0 | 2,000 | |
Payments to Acquire Customer Relationships, Customer Inducements and Contract Fulfillment Costs | 0 | 357 | |||
Acquisitions of customer relationships and customer inducements | 0 | 0 | |||
Storage rental | |||||
Segment information | |||||
Revenues | 655,439 | 590,239 | 1,306,588 | 1,162,518 | |
Storage rental | North American Records and Information Management business | |||||
Segment information | |||||
Revenues | 305,895 | 305,168 | 610,714 | 603,351 | |
Storage rental | North American Data Management Business | |||||
Segment information | |||||
Revenues | 68,808 | 68,735 | 138,054 | 137,559 | |
Storage rental | Western European Business | |||||
Segment information | |||||
Revenues | 82,439 | 74,535 | 166,391 | 146,102 | |
Storage rental | Other International Business | |||||
Segment information | |||||
Revenues | 129,611 | 121,317 | 261,358 | 238,932 | |
Storage rental | Global Data Center Business | |||||
Segment information | |||||
Revenues | 51,945 | 9,931 | 97,440 | 15,789 | |
Storage rental | Corporate and Other | |||||
Segment information | |||||
Revenues | 16,741 | 10,553 | 32,631 | 20,785 | |
Service | |||||
Segment information | |||||
Revenues | 405,384 | 359,567 | 796,693 | 726,164 | |
Service | North American Records and Information Management business | |||||
Segment information | |||||
Revenues | 233,185 | 204,429 | 455,209 | 413,843 | |
Service | North American Data Management Business | |||||
Segment information | |||||
Revenues | 31,223 | 30,942 | 61,941 | 62,952 | |
Service | Western European Business | |||||
Segment information | |||||
Revenues | 53,776 | 47,331 | 106,696 | 95,836 | |
Service | Other International Business | |||||
Segment information | |||||
Revenues | 75,141 | 71,088 | 151,364 | 142,714 | |
Service | Global Data Center Business | |||||
Segment information | |||||
Revenues | 2,950 | 429 | 4,058 | 794 | |
Service | Corporate and Other | |||||
Segment information | |||||
Revenues | $ 9,109 | $ 5,348 | $ 17,425 | $ 10,025 |
Segment Information - Reconcili
Segment Information - Reconciliation to Income from Continuing Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Reconciliation of Adjusted EBITDA to income from continuing operations | ||||
Adjusted EBITDA | $ 369,454 | $ 318,054 | $ 712,469 | $ 610,628 |
Provision (Benefit) for Income Taxes | 26,405 | 18,009 | 27,573 | 27,229 |
Less: Depreciation and Amortization | 156,220 | 128,099 | 316,798 | 252,806 |
(Gain) Loss on disposal/write-down of property, plant and equipment (excluding real estate), net | (546) | (216) | (1,676) | (675) |
Income (Loss) from Continuing Operations | 93,903 | 83,148 | 139,517 | 141,992 |
Interest Expense (Income), Net | 102,107 | 89,966 | 199,733 | 176,021 |
Other (Income) Expense, Net | (19,056) | (19,366) | 1,095 | (25,730) |
Gain on Sale of Real Estate, Net of Tax | 0 | (1,563) | 0 | (1,563) |
Recall Transaction and IODC Transaction [Member] | ||||
Reconciliation of Adjusted EBITDA to income from continuing operations | ||||
Total Significant Acquisition Costs | $ 10,421 | $ 19,977 | $ 29,429 | $ 40,548 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Jun. 30, 2018USD ($) |
Insurance Settlement | |
Commitments and Contingencies | |
Reasonably possible additional losses | $ 17,200 |
Stockholders' Equity Matters -
Stockholders' Equity Matters - Dividends Declared (Details) | Jul. 02, 2018USD ($) | May 24, 2018$ / shares | Apr. 02, 2018USD ($) | Feb. 14, 2018$ / shares | Jan. 02, 2018USD ($) | Dec. 12, 2017USD ($)bank$ / sharesshares | Oct. 24, 2017$ / shares | Oct. 02, 2017USD ($) | Jul. 27, 2017$ / shares | Jul. 03, 2017USD ($) | May 24, 2017$ / shares | Apr. 03, 2017USD ($) | Feb. 15, 2017$ / shares | Jun. 30, 2018USD ($)$ / sharesshares | Jun. 30, 2017$ / shares | Jun. 30, 2018USD ($)$ / sharesshares | Jun. 30, 2017USD ($)$ / shares | Dec. 31, 2017$ / sharesshares | Oct. 31, 2017USD ($) |
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||
Dividends Declared per Common Share (in dollars per share) | $ / shares | $ 0.5875 | $ 0.5875 | $ 0.5875 | $ 0.55 | $ 0.55 | $ 0.55 | $ 0.5877 | $ 0.5504 | $ 1.1765 | $ 1.1008 | |||||||||
Dividends, Common Stock | $ 168,078,000 | $ 167,969,000 | $ 166,319,000 | $ 146,772,000 | $ 145,417,000 | $ 145,235,000 | $ 338,251,000 | $ 291,729,000 | |||||||||||
Common stock, issued shares | shares | 286,099,227 | 286,099,227 | 283,110,183 | ||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||||
At The Market (ATM) Equity Program [Member] | |||||||||||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||
Sale of Stock, Authorized Amount | $ 500,000,000 | ||||||||||||||||||
Common stock, issued shares | shares | 273,486 | 273,486 | |||||||||||||||||
Sale Of Stock Consideration Received On Transaction, Gross | $ 8,800,000 | ||||||||||||||||||
Sale of Stock, Consideration Received on Transaction | 8,716,000 | ||||||||||||||||||
Payment of Stock Trading Commission Costs | 90,000 | ||||||||||||||||||
Sale of Stock, Remaining Aggregate Sale Price Of Stock Available For Distribution | $ 431,200,000 | $ 431,200,000 | |||||||||||||||||
Number Of Banks | 10 | ||||||||||||||||||
Equity Offering [Member] | |||||||||||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||
Sale of Stock, Consideration Received on Transaction | $ 516,462,000 | ||||||||||||||||||
Number Of Banks | bank | 16 | ||||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | shares | 14,500,000 | ||||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 37 | ||||||||||||||||||
Payments of Stock Issuance Costs Per Share | $ / shares | $ 1.38195 | ||||||||||||||||||
Over-Allotment Option [Member] | |||||||||||||||||||
Subsidiary or Equity Method Investee [Line Items] | |||||||||||||||||||
Sale of Stock, Consideration Received on Transaction | $ 76,200,000 | ||||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | shares | 2,175,000 |
Divestments - (Details)
Divestments - (Details) - USD ($) $ in Thousands | May 30, 2017 | May 04, 2016 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Cash proceeds from divestment | $ 0 | $ 2,423 | |||||
Income (loss) from discontinued operations, net of tax | $ (360) | $ (2,026) | (822) | (2,363) | |||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | 0 | 38,869 | |||||
Initial United States Divestments | Discontinued Operations, Disposed of by Sale | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Disposal, consideration | $ 80,000 | ||||||
Cash proceeds from divestment | 55,000 | ||||||
Disposal Group, Including Discontinued Operation, Contingent Receivable | $ 25,000 | ||||||
Recall Divestments [Member] | Discontinued Operations, Disposed of by Sale | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Income (Loss) from Discontinued Operations Before Provision (Benefit) for Income Taxes | (477) | (3,049) | (973) | (3,478) | |||
Discontinued Operation, Tax Effect of Discontinued Operation | (117) | (1,023) | (151) | (1,115) | |||
Income (loss) from discontinued operations, net of tax | (360) | (2,026) | (822) | (2,363) | |||
Russia and Ukraine Divestment | Disposal Group, Not Discontinued Operations | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Disposal group, equity interest | 25.00% | ||||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | 38,869 | 38,869 | |||||
Disposal group, cumulative translation adjustment | $ 29,100 | $ 29,100 | $ 29,100 | ||||
Disposal Group, Including Discontinued Operation, Net Assets Excluding Goodwill | 4,716 | ||||||
Disposal Group, Including Discontinued Operation, Goodwill | 3,515 | ||||||
Other Assets | Russia and Ukraine Divestment | Disposal Group, Not Discontinued Operations | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Equity method investment, fair value | 18,000 | $ 17,445 | $ 17,445 | $ 17,539 | |||
Equity method investments, carrying value | $ 20,869 |
Divestments - Results of Operat
Divestments - Results of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Income (Loss) from Discontinued Operations, Net of Tax | $ (360) | $ (2,026) | $ (822) | $ (2,363) |
Significant Acquisition Costs68
Significant Acquisition Costs (Details) - Recall Holdings Limited [Member] - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||
Restructuring Reserve | $ 6,395 | $ 12,622 |
Restructuring Accruals | 2,437 | |
Restructuring Reserve, Accrual Adjustment | (64) | |
Payments for Restructuring | (8,593) | |
Restructuring Reserve, Foreign Currency Translation Gain (Loss) | $ (7) |
Significant Acquisition Costs S
Significant Acquisition Costs Significant Acquisition Costs Included in Statements of Operations (Details) - Recall Transaction and IODC Transaction [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 10,421 | $ 19,977 | $ 29,429 | $ 40,548 |
Cost of sales (excluding depreciation and amortization) | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 1,827 | 5,073 | 2,123 | 12,960 |
Selling, general and administrative expenses | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 8,594 | $ 14,904 | $ 27,306 | $ 27,588 |
Significant Acquisition Costs70
Significant Acquisition Costs Significant Acquisition Costs by Segment (Details) - Recall Transaction and IODC Transaction [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 10,421 | $ 19,977 | $ 29,429 | $ 40,548 |
North American Records and Information Management business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 3,017 | 6,326 | 3,601 | 13,625 |
North American Data Management Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 351 | 938 | 351 | 1,683 |
Western European Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 1,427 | 2,131 | 3,579 | 5,347 |
Other International Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 896 | 1,937 | 1,433 | 3,588 |
Global Data Center Business | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | 1,159 | 0 | 11,340 | 0 |
Corporate and Other | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Total Significant Acquisition Costs | $ 3,571 | $ 8,645 | $ 9,125 | $ 16,305 |